Cohn Charles K. 4
4 · Nerdy Inc. · Filed Jun 11, 2026
Research Summary
AI-generated summary of this filing
Nerdy CEO Charles K. Cohn Buys 219,019 Shares
What Happened
Charles K. Cohn, CEO of Nerdy Inc. (NRDY), purchased 219,019 shares on 2026-06-10 in open-market/private purchases (transaction code P) for a total reported cost of approximately $199,307. The filing reports a weighted-average price of $0.91 per share.
Key Details
- Transaction date: 2026-06-10; Form 4 filed: 2026-06-11 (timely; insiders must generally file within 2 business days).
- Shares purchased: 219,019; weighted-average price: $0.91; price range: $0.91–$0.92 (purchases occurred in multiple trades). Total reported value ≈ $199,307.
- Shares owned after transaction: Not disclosed in the provided filing excerpt.
- Footnotes of note:
- F1: Price is a weighted average; seller will provide breakdown on request (separate prices ranged $0.91–$0.92).
- F2: Filing also references RSUs under the 2021 Equity Incentive Plan that vest at performance share-price milestones ($18–$42 over a 90-day average); unvested RSUs expire 9/20/2028.
- F3: Rarefied Air Capital LLC ownership structure is disclosed (three family trusts).
Context
This was a direct purchase (a buying transaction), which many investors view as a stronger signal than routine sales, though filings don’t state motive. There’s no indication of option exercises, gifts, or tax-withholding in this transaction. The weighted-average price and multiple trade prices are disclosed in a footnote; the filing appears timely.
Insider Transaction Report
- Purchase
Class A Common Stock
[F1]2026-06-10$0.91/sh+219,019$199,307→ 219,019 total(indirect: By Trust)
- 1,540,307(indirect: By Trust)
Class A Common Stock
- 9,258,298
Class A Common Stock
[F2] - 13,194,231(indirect: By LLC)
Class A Common Stock
[F3] - 32,867,174(indirect: By Trust)
Class A Common Stock
- 1,278,512(indirect: By Trust)
Class A Common Stock
Footnotes (3)
- [F1]The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $0.91 to $0.92, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price at which the transactions were effected.
- [F2]Represents Restricted Stock Units ("RSUs") issued under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the contingent right to receive one share of the Issuer's Class A Common Stock. The RSUs shall vest in seven equal tranches upon the Issuer achieving each of seven share price target milestones that occur at $18.00, $22.00, $26.00, $30.00, $34.00, $38.00, and $42.00 per share, measured, based on the average of our stock price over a consecutive 90 calendar-day period during the performance period. Any unvested RSUs shall expire on September 20, 2028.
- [F3]Rarefied Air Capital LLC is owned by three trusts: Cohn Family Trust U/A/D 3/16/2017, The Cohn Family Investments Trust 05/24/18, and 2018 Cohn Family Trust U/A/D 5/24/2018.