HEIMES TERRY J 4

What Happened
Terry J. Heimes, Chief Operating Officer of Nelnet, was awarded 14,019 shares on March 10, 2026 (7,527 and 6,492-share awards). To satisfy tax obligations from the vesting/award, the issuer withheld and disposed of 5,274 shares (multiple tranches): 791, 356, 322, 135 and 3,670 shares. The withheld shares were valued by the issuer at the prices shown in the filing, resulting in total withholding proceeds of approximately $698,126. The awards were granted/vested under the company’s restricted stock and bonus plans.

Key Details

• Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (timely filing).
• Awards (Acquired, code A): 7,527 shares @ $0.00 (restricted award) and 6,492 shares @ $0.00 (bonus award). Total acquired = 14,019 shares.
• Tax-withheld disposals (code F): 791 @ $131.23 = $103,803; 356 @ $131.23 = $46,718; 322 @ $131.23 = $42,256; 135 @ $131.23 = $17,716; 3,670 @ $132.87 = $487,633. Total disposed ≈ $698,126.
• Reason for disposals: shares were withheld by the issuer to satisfy the reporting person’s tax obligations arising from vesting/award (per-footnotes). These are tax-withholdings, not open-market sales by the insider.
• Vesting/award notes: restricted shares vest over five years (one-fifth annually on March 10 per footnote); one award was an annual performance-based bonus paid in stock. Valuation for withheld shares was assigned by the issuer (market close or average closing-price methods per footnotes).
• Trust/ownership notes: several footnotes indicate shares held in revocable trusts and trusts for family members; the reporting person disclaims beneficial ownership of trust-held shares except to the extent of pecuniary interest.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Exhibit: Exhibit 24 — Power of Attorney included.

Context
This filing records stock awards granted/vested and routine tax-withholding by the company. Tax-withholding disposals (code F) are common when restricted stock or bonus shares vest and do not necessarily reflect a deliberate market sale by the insider. For retail investors, awards (acquisitions) show management compensation/ownership alignment, while withheld shares simply cover taxes and are not a directional bet.