Tolia Nirav N 4/A

What Happened

Nirav N. Tolia, a reported 10% owner of Nextdoor Holdings, received two equity awards on March 5, 2026: 1,768,346 performance stock units (PSUs) and 1,768,346 restricted stock units (RSUs). Both grants are reported as derivative awards at $0.00 per unit (no cash paid). The PSUs are performance-contingent (0%–200% payout range relative to the reported target amount) and the RSUs vest based on continued service.

This is an awards/grant transaction (code A) — not an open-market purchase or sale — so it reflects compensation/long-term incentive rather than a straightforward bullish or bearish trade.

Key Details

• Transaction date: March 5, 2026; filing is an amended Form 4 filed March 20, 2026 to correct the PSU performance-period start.
• Reported grants: 1,768,346 PSUs and 1,768,346 RSUs; both reported at $0.00 (derivative awards).
• PSUs: Performance period March 5, 2026 – January 15, 2030; vesting annual on January 15 (first possible vest Jan 15, 2027). PSUs pay out 0%–200% of the reported target amount depending on achievement of four escalating stock-price performance targets. If performance = 0%, PSUs expire/forfeit on Jan 15, 2030.
• RSUs: Vest in 16 ratable quarterly installments over four years (Apr, Jul, Oct, Jan), with first vesting on April 15, 2026; RSUs do not expire (they either vest or are cancelled).
• Shares owned after transaction: Not provided in this filing.
• Filing status: Amended to correct performance-period start; amendment supersedes prior Form 4 filings for this grant.

Context

• PSUs are contingent on performance targets and continued service; they may never convert into shares if targets aren’t met. RSUs are time-based and convert to shares as they vest.
• Awards reported at $0.00 indicate grants as compensation rather than market purchases. For retail investors, awards show insider compensation and potential future dilution, but they are not direct indications of immediate insider buying or selling.