Nerdy Inc
For the period ended Jun 30, 2024. Filed Aug 8, 2024.
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Jun 30, 2024 · Filed Aug 8, 2024
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Item 5. Other Information
Rule 10b5-1 and Non-Rule 10b5-1 Trading Arrangements
During the three months ended June 30, 2024, the adoption or termination of contracts, instructions, or written plans for the purchase or sale of our securities by a director or “officer,” as defined in Rule 16a-1(f) under the Exchange Act, each of which is intended to satisfy the affirmative defense conditions of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K, were as follows:
| Name | Title | Action | Date Adopted | Expiration Date | Aggregate Number of Securities to be Purchased or Sold |
|---|---|---|---|---|---|
| Christopher Swenson (a) | Chief Legal Officer | Termination | 3/15/2023 | 6/13/2024 | 204,000 |
| Christopher Swenson (b) | Chief Legal Officer | Adoption | 6/14/2024 | 2/12/2025 | 167,758 |
(a)Christopher Swenson, the Company's Chief Legal Officer, terminated a Rule 10b5-1 Plan on June 13, 2024. Mr. Swenson’s plan provided for the potential sale of up to 204,000 shares of the Company's Class A Common Stock. The plan was adopted on March 15, 2023, and was set to expire on June 25, 2024.
(b)Christopher Swenson, the Company's Chief Legal Officer, entered into a Rule 10b5-1 Plan on June 14, 2024. Mr. Swenson’s plan provides for the potential sale of up to 167,758 shares of the Company's Class A Common Stock. The plan expires on February 12, 2025, or upon the earlier completion of all authorized transactions under the plan.
No other director or “officer,” as defined in Rule 16a-1(f) under the Exchange Act, of the Company adopted orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of Regulation S-K during the three months ended June 30, 2024.
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