UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~November 6~~December 16, 2025

NERDWALLET, INC.

(Exact name of registrant as specified in its charter)


Delaware	001-40994	45-4180440
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

19 S. B Street, Suite 9, San Mateo, California 94401

(Address of principal executive offices~~) (Zip~~, including zip code)

(415) 549-8913

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 par value	NRDS	The Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act). ☐

Item 2.02 Results of Operations and Financial Condition.

On November 6, 2025, NerdWallet, Inc. (the Company) issued a press release announcing the financial results for the Company’s third quarter ended September 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On ~~November~~December 616, 2025, the Board of Directors of NerdWallet, Inc. (the Company) ~~also~~approved ~~posted~~an aamendment ~~third~~to ~~quarter~~the ~~shareholder~~Company’s ~~letter~~existing ~~available~~share atrepurchase ~~its~~authorization. ~~investor~~The ~~relations~~amendment ~~website~~increases atthe ~~https://investors~~aggregate amount authorized for repurchases from $75 million to $125 million.~~nerdwallet.com.~~

Repurchases under the amended authorization may be made from time to time in the open market, in privately negotiated transactions, or otherwise in accordance with applicable securities laws and requirements. The ~~contents~~timing and amount of ~~the~~any ~~Company~~repurchases will be determined at management’s ~~website~~discretion ~~referenced~~and ~~herein~~will ~~and~~depend inon ~~the~~various ~~exhibit~~factors, ~~are~~including ~~not~~business, ~~incorporated~~economic ~~into~~and ~~this~~market ~~Current~~conditions, ~~Report~~regulatory onrequirements, ~~Form 8-K~~prevailing stock prices, and other considerations.

The ~~information~~share inrepurchase ~~these~~authorization ~~Items 2.02~~does ~~and~~not ~~7.01,~~have ~~including~~a ~~the~~fixed ~~exhibit~~expiration ~~hereto~~date, ~~(x) shall~~does not beobligate ~~deemed to be “filed” for purposes of Section 18 of~~ the ~~Securities~~Company ~~Exchange~~to ~~Act~~repurchase ofany ~~1934,~~specific asdollar ~~amended,~~amount or ~~otherwise~~number ~~subject to the liabilities~~ of ~~that~~shares, ~~section~~ and ~~(y) shall~~may ~~not~~ be ~~incorporated~~amended, ~~by reference into any filing of the Company with the Securities and Exchange Commission~~suspended, ~~whether made before~~ or ~~after~~discontinued ~~the~~at ~~date hereof, regardless of~~ any ~~general incorporation language in such filings (unless the Company specifically states that the information or exhibit in this particular report with respect to Item 2~~time.~~02 or Item 7.01, as the case may be, are incorporated by reference).~~

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNumber						Description
99.1						Press Release dated November 6, 2025 issued by NerdWallet, Inc.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

NERDWALLET, INC.

Date:

~~November~~December 616, 2025

By:

/s/ ~~Jun~~Ekumene ~~Hyung~~M. ~~Lee~~Lysonge

Jun Hyung Lee

Ekumene M. Lysonge

Chief Financial Officer

Chief Legal Officer and Corporate Secretary

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