Nextdoor Holdings, Inc.
For the period ended Jun 9, 2026. Filed Apr 20, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Jun 9, 2026 · Filed Apr 20, 2026
Contents
Proxy Statement Summary
This summary highlights information contained elsewhere in this Proxy Statement. This summary does not contain all of the information that you should consider, and you should read the entire Proxy Statement before voting.
Proposals to be Voted On and Board Voting Recommendations
| Election of DirectorsOur Board is currently comprised of nine members. In accordance with our Amended and Restated Certificate of Incorporation, our Board is divided into three staggered classes of directors. We are asking our stockholders to elect one Class II director for a three-year term expiring at the 2029 annual meeting of stockholders and until such director’s successor is duly elected and qualified or until such director’s earlier death, resignation, disqualification or removal. The table below sets forth information with respect to our one nominee standing for election. The nominee is currently serving as a director. Additional information about our director nominee and his qualifications can be found under the section titled “Proposal No. 1: Election of Directors—Nominees to Our Board of Directors”. | ||
|---|---|---|
| Name | Age | Director Since |
| David Sze | 60 | November 2021 |
Board Recommendation"FOR" this proposal
Ratification of Appointment of Independent Registered Public Accounting Firm We are asking our stockholders to ratify the Audit and Risk Committee’s appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2026. Information regarding fees paid to Ernst & Young LLP during 2025 and 2024 can be found under the section titled “Proposal No. 2: Ratification of Appointment of Independent Registered Public Accounting Firm—Independent Registered Public Accounting Firm Fees and Services.”
Board Recommendation"FOR" this proposal
| 2026 Proxy Statement | 1 |
Proxy Statement Summary
Advisory Vote on the Compensation of our Named Executive OfficersWe are asking our stockholders to approve, on a non-binding advisory basis, the compensation of our named executive officers. Additional information about the advisory vote on the compensation of our named executive officers can be found under the section titled “Proposal No. 3: Advisory Vote on the Compensation of Our Named Executive Officers.”
Board Recommendation"FOR" this proposal
Key 2025 Business Highlights
Nextdoor is the essential neighborhood network connecting over 105 million Verified Neighbors 1 to the people, places, and information that matter most in their local communities. Operating in over 350,000 neighborhoods across 11 countries, Nextdoor fosters trusted, real-world utility through locally relevant content and services, including news, real-time safety alerts, neighbor recommendations, for sale and free listings, and events. Through innovative technology, a focus on relevant content, and a proprietary advertising platform, Nextdoor helps create vibrant communities while empowering businesses of all sizes to reach highly engaged audiences.
In 2025, we achieved meaningful financial progress. Revenue increased by $10.4 million, or 4%, for the year ended December 31, 2025 compared to the year ended December 31, 2024. As of December 31, 2025, Nextdoor had 21.0 million Platform Weekly Active Users (“Platform WAU”) and reached 1 in 3 households in the United States. In the second quarter of 2025, we began reporting Platform WAU instead of Weekly Active Users, as changes to our business made Platform WAU a more important metric that we believe provides more relevant insight into our current business performance.
In 2025, we also launched the new Nextdoor initiative, the first phase of a multi‑phase product transformation designed to create more engaging experiences for neighbors and partners and deliver enhanced value for advertisers. This evolution expands the platform beyond primarily neighbor-generated content to a dynamic feed enriched with timely, locally relevant information — including news and alerts — with artificial intelligence (“AI”) and machine learning used to help surface and personalize content for neighbors.
1 Verified Neighbors are individuals who have joined Nextdoor and completed the verification process for their account.
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Proxy Statement Summary
Key business highlights include:
| >105MGlobal Verified Neighbors | 21.0MPlatform WAU | |||
| Increasing reach: As of December 31, 2025, Nextdoor had more than 105 million global Verified Neighbors. | Quality engagement: Platform WAU was 21.0 million as of December 31, 2025. | |||
| $258M2025 Total Revenue | $404.8MCash, cash equivalents and marketable securities | 350K+Neighborhoods | ||
| Continued revenue growth: Revenue increased by $10.4 million, or 4%, for the year ended December 31, 2025 compared to the year ended December 31, 2024, reflecting strong demand from businesses of all sizes leveraging the Nextdoor Ads Platform. We also built a healthier baseline for investment: We continued to increase efficiency in 2025. Employee productivity — measured by revenue per employee — increased 26% year-over-year in Q4 2025, demonstrating strong operating leverage across the business. We ended 2025 with 463 employees. | Thoughtful capital allocation: We ended 2025 with $404.8 million in cash, cash equivalents and marketable securities and zero debt. In 2025, we repurchased 10.9 million shares at an average share price of $1.73. We also changed our ticker symbol from KIND to NXDR in July 2025 to reinforce the utility-centric focus of the new Nextdoor. | Global relevance: As of December 31, 2025, Nextdoor was in more than 350,000 neighborhoods globally and 1 in 3 U.S. households. | ||
Nextdoor Foundation
The Nextdoor Foundation (the "Foundation") made a significant impact in 2025, deploying over $700,000 in funding to hundreds of nonprofits and partners in the United States, United Kingdom, and Canada. The Foundation is on track to deploy all remaining funds by the end of Q2 2026.
Key 2025 highlights include:
Neighborhood Hero Grants: Supported 50 publicly nominated, high-impact local U.S. nonprofits with $5,000 grants ($250,000 total) to start 2026 off strong.
Food Banks Canada: Funded a network of 5,500 food banks and community organizations across Canada fighting hunger.
Volunteer Fire Department Grants: Partnering with the National Volunteer Fire Council to distribute micro-grants to local Volunteer Fire Departments.
| 2026 Proxy Statement | 3 |
Proxy Statement Summary
Looking ahead, the Foundation is partnering with Neighbor's Table to distribute communal meal tables to key cities in the United States.
The Foundation is independently funded and operated, focusing on delivering high-impact, locally-driven support aligned with Nextdoor's mission to cultivate kindness in every neighborhood.
Corporate Governance Practices
We are committed to good corporate governance, which strengthens the accountability of our Board of Directors and promotes the long-term interests of our stockholders. Key elements of our independent Board of Directors and leadership practices are outlined below, and discussed further in this Proxy Statement:
| Broad Expertise, Experience and AttributesWe strive to maintain a Board of Directors comprised of individuals with a broad range of expertise, experience and attributes. | Independent Board and Committee OversightA majority of our directors are independent (eight out of nine current directors). Our independent directors conduct regular executive sessions.All committees of the Board of Directors are composed of independent directors. |
| Lead Independent DirectorIf the positions of chairperson of our Board of Directors and chief executive officer are held by the same person, our Board of Directors may, by a majority vote of our independent directors, designate a lead independent director. Our lead independent director has well-defined responsibilities that are set forth in our corporate governance guidelines. | Comprehensive Risk Oversight Practices Our Audit and Risk Committee oversees our comprehensive risk oversight practices, including cybersecurity, data privacy, legal and regulatory matters, and other critical evolving areas. |
| Corporate Responsibility and SustainabilityOur Nominating, Corporate Governance and Corporate Responsibility Committee oversees our programs relating to corporate responsibility and sustainability. | Annual Board EvaluationOur Board of Directors and committees conduct self-evaluations annually to assess performance. |
| Related Party TransactionsOur Board of Directors has related party transaction standards for any direct or indirect involvement of a director or other related party in the company’s business activities. | Open CommunicationOur directors maintain open communication and strong working relationships among themselves and have regular access to management. |
| Compensation Recovery PolicyWe maintain a Compensation Recovery Policy that is applicable to our executive officers. | Stock Ownership GuidelinesWe have adopted stock ownership guidelines applicable to our executive officers and directors. |
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Proxy Statement Summary
Our Community-First Approach
As the platform evolves, including through the new Nextdoor initiative, Nextdoor continually innovates to facilitate productive neighborhood conversations. We maintain a constructive and authentic environment through a multi-layered strategy that combines neighbor verification, clear Community Guidelines, and a hybrid moderation model leveraging both advanced technology and human review.
Community Guidelines and Moderation
Nextdoor's Community Guidelines are designed to keep interactions safe and productive. To uphold these standards, we employ a three-tiered moderation framework that combines AI and automated solutions, volunteer community reviewers, and our internal Neighborhood Operations team. Together, they help detect, review, and take action against three key types of guideline violations:
Hurtful: Content that neighbors consider uncivil (e.g., insults, rudeness, name-calling).
Harmful: Content that is illegal, fraudulent, or unsafe (e.g., violent, graphic, discriminatory).
Other: Non-local content, spam, content posted in error.
Volunteers review reports of Hurtful content that arise in day-to-day conversations, using in-product tools and local context to vote on whether or not the flagged content fits within our Community Guidelines.
Investing in Safety- and Vitality-Driven Products
Maintaining neighborhood vitality and fostering a positive user experience are central to our mission. As detailed in our 2025 Transparency Report, in 2025 less than 1% of all content on the Nextdoor platform was reported as Hurtful, less than 0.5% was reported as Harmful, and less than 2% was reported for other violations or across multiple categories. To make this possible at scale, we pair human judgment with automation and AI to help us spot potential issues earlier, reduce exposure to violative content, and make it easier for neighbors to keep conversations on track.
To limit exposure to highly toxic material, we combine our own systems with third-party tools to identify and reduce the prominence of extremely hostile or abusive content. These tools enable us to reduce how prominently such content appears to neighbors, while still allowing for real, though sometimes difficult, conversations.
Some of our active in-product safety features include:
Verification of real people and real businesses: Users must sign up using their real names and addresses, ensuring authenticity. Businesses undergo similar verification to build trust.
AI-driven solutions: Human moderators and AI-powered tools work together to maintain a positive environment. Features like the Kindness Reminder and Constructive Conversations Reminder analyze tone and suggest constructive edits, while generative AI helps users draft engaging and guideline-compliant posts.
Notifications for removed content and in-product appeals: Users can appeal content removals or account suspensions in-app, while those who report content can also appeal if they believe moderation decisions were incorrect.
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Proxy Statement Summary
Talent Management and Development
Our Culture and Core Values
Community drives everything we do at Nextdoor, and our employees embody that spirit. We are committed to attracting and retaining top talent by fostering an environment that promotes professional growth and personal impact. Our talent strategy is guided by three core values:
Build for community;
Raise the bar; and
Act like an owner.
These principles anchor our performance culture and empower our workforce to contribute directly to Nextdoor's long-term success.
Talent Acquisition, Development and Retention
We prioritize the acquisition, development, and retention of talent at all levels of the organization. Our recruitment process is rigorous and standardized, utilizing behavioral and situational-based interviewing to identify candidates who demonstrate the skills and values necessary for long-term success.
Once onboarded, we invest in continuous development. We facilitate company-wide performance feedback and promotion cycles, complemented by recognition programs like our “Nextdoor Values Awards.” Our learning and development initiatives provide ongoing opportunities for skills enhancement, leadership growth, and compliance training. Additionally, we encourage the responsible use of AI-enabled tools to enhance employee productivity and innovation, supported by training and governance frameworks to ensure privacy, security, and legal compliance.
To foster an environment where employees feel engaged, valued, and heard, we actively seek and respond to their feedback through surveys, direct leadership interactions, and “All Hands” meetings that bring the entire company together. By maintaining open lines of communication, we stay attuned to our employees’ needs, ensuring we continue to evolve as an employer of choice.
We strive to create a dynamic, inclusive environment that supports and values employees with a wide range of experiences and perspectives, contributing to a workplace where every employee feels valued and connected.
Compensation, Benefits and Wellbeing
Our “Total Rewards” philosophy is designed to attract top talent and align employee and company interests. Our competitive compensation packages include base salaries, equity awards, and sales commissions for certain employees. Benefits vary by country and region and include retirement plans with company match, comprehensive healthcare coverage, flexible paid time off, parental leave, and family, caregiving, and mental health resources. To reinforce our mission, we provide “Volunteer Time Off,” enabling employees to dedicate time to causes in their local communities.
| 6 | 2026 Proxy Statement |
| Proxy Statement for the 2026 Annual Meeting of Stockholders | NEXTDOOR HOLDINGS, INC.420 Taylor StreetSan Francisco, California 94102April 20, 2026 |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.