Rath Kimberly Kay 4

What Happened

• Director Kimberly Kay Rath was granted 1,535 shares (derivative/phantom stock) on 2026-06-15 at a reported per-share value of $110.76, for a notional value of about $170,017. The filing reports this as a grant/award (transaction code A), not an open-market purchase.
• This grant is phantom stock under Nelnet’s Directors Stock Compensation Plan and does not result in immediate transfer of Class A common stock to Rath. The phantom shares will be payable in Class A Common Stock promptly after termination of her board service, either as a lump sum or in up to five annual installments as elected by the director.

Key Details

• Transaction date: 2026-06-15; Form 4 filed: 2026-06-17 (filed promptly).
• Price/value reported: $110.76 per share; total notional value ≈ $170,017.
• Security type: Derivative instrument (phantom stock) — transaction code A (award/grant).
• Footnotes: 1-for-1 conversion (F1); payout terms and timing described in F2; filing notes the grant “includes” 636 shares acquired since 6/18/2025 via the plan’s dividend reinvestment feature (F3).
• Does not appear to be a late filing (no late-timeliness flag in the report).

Context

• Phantom stock awards are common for directors and represent a future right to shares rather than immediate ownership; they typically align compensation with shareholder value but don’t indicate current buying or selling by the insider.
• For retail investors, grants to directors are routine compensation activity; they are informative about pay structure but are not the same signal as an outright open-market purchase.