NERDWALLET, INC. 8-K

What Happened
NerdWallet, Inc. announced the appointment of Teresa Chia to its Board of Directors effective May 22, 2026 to fill the vacancy created when Jennifer Ceran did not stand for re-election. The Board determined Ms. Chia is an independent director and also appointed her to the Audit Committee. The company held its 2026 Annual Meeting on May 21, 2026 (virtual); four incumbent director nominees (Tim Chen, Lynne M. Laube, Anthony Ling, Kenneth T. McBride) were re-elected and stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for 2026.

Key Details

• Appointment and term: Teresa Chia will serve as an independent director until the 2027 annual meeting (or until her successor is elected). Audit Committee member as of appointment.
• Director compensation: Non-employee directors receive $50,000 cash annually for Board service and $10,000 for Audit Committee service. Ms. Chia will receive an initial RSU grant with a target grant-date value of $185,000 vesting in three annual installments, plus an annual RSU grant with target value $185,000 prorated for 2026 and vesting at the earlier of one year or immediately before the 2027 annual meeting. RSUs governed by the 2021 Equity Incentive Plan.
• Annual Meeting votes (May 21, 2026): All four director nominees were elected. Vote tallies (For / Withheld / Broker Non-Votes): Tim Chen 331,293,392 / 5,290,731 / 7,560,481; Lynne M. Laube 330,939,105 / 5,645,018 / 7,560,481; Anthony Ling 332,202,920 / 4,381,203 / 7,560,481; Kenneth T. McBride 331,835,756 / 4,748,367 / 7,560,481. Auditor ratification: Deloitte & Touche LLP ratified 343,651,768 For / 154,224 Against / 338,612 Abstain.

Why It Matters
The board addition strengthens NerdWallet’s independent oversight and its Audit Committee membership, which matters for financial oversight and governance. The disclosed director pay and RSU grants show the company’s standard non-employee director compensation and potential dilution from equity awards. Ratification of Deloitte preserves continuity of the company’s external audit relationship for 2026. These are governance and oversight updates investors watch for when assessing board composition and controls.