MAGNOLIA CAPITAL FUND, LP 4

What Happened

• Adam K. Peterson, a Nelnet director (recently resigned effective March 23, 2026), acquired 9,544 shares of Nelnet, Inc. Class A common stock on March 30, 2026. The shares were issued at $0.00 as a conversion/payment of phantom stock granted under the issuer’s Directors Stock Compensation Plan (i.e., no cash was paid).

Key Details

• Transaction date and type: March 30, 2026 — conversion of derivative/phantom stock into 9,544 Class A shares (transaction codes M and C).
• Price: $0.00 per share; total cash paid = $0.
• Shares owned after transaction: Mr. Peterson directly holds 9,544 Class A shares for his own account.
• Indirect holdings: Magnolia Capital Fund, LP holds 1,668,976 shares; The Magnolia Group, LLC (TMG) is the general partner and Adam K. Peterson is the managing member, so TMG and Mr. Peterson may be deemed to share indirect beneficial ownership of those 1,668,976 shares (the filing disclaims beneficial ownership except to the extent of pecuniary interest).
• Footnotes: Phantom shares became payable as shares upon Mr. Peterson’s resignation (F2). Conversion was 1-for-1 (F1). Report also references small DRIP share amounts previously issued (F4).
• Timeliness: Form 4 filed April 1, 2026 reporting the March 30, 2026 transaction — filed within the standard two-business-day window.

Context

• This was a conversion/payment of director phantom stock to common shares following a board resignation, not an open-market purchase or sale. Such conversions are typically administrative (compensation payout) rather than a market signal about the insider’s view of the stock.
• The report also clarifies institutional/indirect holdings via Magnolia Capital Fund; this is not a separate insider purchase.