Welcome to our dedicated page for Nerdy SEC filings (Ticker: NRDY), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Nerdy Inc. filings document the public-company record for a NYSE-listed operator of live online tutoring and learning services. Form 8-K reports cover operating results and financial condition, exhibits for quarterly earnings releases, executive management changes, and material agreements, including debt financing arrangements. The filings also identify the company’s Class A common stock under the NRDY ticker.
Proxy and annual-meeting filings describe shareholder voting matters, board elections, auditor ratification, executive compensation votes and governance procedures. Capital-structure disclosures include Class A and Class B common stock voting information, while material-event filings provide formal records of liquidity, term-loan arrangements and other corporate actions affecting Nerdy’s reporting profile.
Nerdy Inc. reports that Chief Financial Officer Atul Bagga sold 36,426 shares of Class A Common Stock at $0.83 per share on July 16, 2026. The shares were automatically sold in the open market under the issuer's sell-to-cover program to satisfy tax withholding obligations arising from the vesting and settlement of 125,000 restricted stock units. After this transaction, he holds 88,574 shares of Class A Common Stock and 1,375,000 restricted stock units, totaling 1,463,574 reported equity-based interests.
Nerdy Inc. Chief Operating Officer John Andrew Paszterko reported a sale of 31,034 shares of Class A Common Stock on 2026-07-16 at $0.83 per share. According to the footnotes, all sold shares were automatically sold under the issuer’s sell-to-cover program to satisfy federal and state tax withholding obligations arising from the vesting and settlement of 100,000 restricted stock units. After this transaction, he holds 168,721 Class A shares and 1,550,000 restricted stock units.
Nerdy Inc. Chief Accounting Officer Kyle Callaway reported an automatic sale of 13,377 shares of Class A Common Stock on July 16, 2026 at $0.83 per share. The shares were sold under a sell-to-cover program to satisfy taxes from the vesting of 29,453 restricted stock units. Following this transaction, Callaway holds 257,090 shares of Class A Common Stock and 230,030 restricted stock units.
Nerdy Inc. Chief Legal Officer Christopher C. Swenson reported a sale of 22,707 shares of Class A Common Stock on July 16, 2026 at $0.83 per share. According to the notes, these shares were automatically sold in the open market under the company’s sell-to-cover program to satisfy federal and state tax withholding from the vesting and settlement of 50,000 restricted stock units (RSUs). After this transaction, Swenson holds 1,268,924 shares of Class A Common Stock and 1,200,000 RSUs, totaling 2,468,924 Nerdy equity instruments.
Swenson Christopher C. reported acquisition or exercise transactions in this Form 4 filing.
Nerdy Inc. awarded Chief Legal Officer Christopher C. Swenson 600,000 RSUs under its 2021 Equity Incentive Plan. Each RSU represents one share of Class A Common Stock and vests in three annual tranches through July 2029. Following this grant, he holds 1,241,631 shares and 1,250,000 RSUs.
Paszterko John Andrew reported acquisition or exercise transactions in this Form 4 filing.
Nerdy Inc. granted its Chief Operating Officer, John Andrew Paszterko, 600,000 Restricted Stock Units (RSUs) under the 2021 Equity Incentive Plan. Each RSU represents the right to receive one share of Class A Common Stock, vesting one-third in the twelve months ending July 15, 2027, one-third in the twelve months ending July 15, 2028, and one-third in the twelve months ending July 15, 2029.
After this award, he directly holds 1,749,755 Nerdy equity interests, consisting of 99,755 Class A Common Stock shares and 1,650,000 RSUs.
Callaway Kyle reported acquisition or exercise transactions in this Form 4 filing.
Nerdy Inc.'s Chief Accounting Officer, Kyle Callaway, received a grant of 100,000 Restricted Stock Units (RSUs) on July 15, 2026 under the Nerdy Inc. 2021 Equity Incentive Plan. Each RSU represents the right to receive one share of Class A Common Stock, vesting in three equal tranches over periods ending July 15, 2027, 2028 and 2029. Following this award, Callaway’s direct holdings total 500,497 Class A share equivalents, consisting of 241,014 shares and 259,483 RSUs.
Kyle Callaway, Chief Accounting Officer of Nerdy Inc., reports direct beneficial ownership of 400,497 shares of Class A common stock, consisting of 241,014 shares and 159,483 restricted stock units. He also holds a Stock Appreciation Right over 112,191 shares at an exercise price of $6.62 expiring 2031-01-20, and 81,800 performance rights that may convert into Class A shares subject to time- and performance-based vesting milestones.
Nerdy Inc appointed Kyle Callaway as Chief Accounting Officer, effective July 10, 2026. Callaway, age 42, has served as the company’s Controller since January 2021 and was promoted to Vice President in 2022, leading accounting and reporting efforts, including the going‑public process.
He will report to Chief Financial Officer Atul Bagga. Previously, Callaway was Senior Director of Technical Accounting and Reporting at Post Holdings and spent ten years at PricewaterhouseCoopers. He holds master’s and bachelor’s degrees in accountancy from the University of Missouri‑Columbia and is a Missouri‑licensed Certified Public Accountant. Nerdy states there are no appointment-related arrangements, family relationships, or related party transactions requiring disclosure.
Nerdy Inc. is calling a virtual-only special stockholder meeting on August 13, 2026, at 9:30 a.m. Eastern Time to vote on a single proposal. Stockholders are asked to approve amendments to the Certificate of Incorporation authorizing the Board to implement a reverse stock split of all Class A and Class B common stock at a ratio between 1-for-5 and 1-for-15, at the Board’s discretion, any time up to December 31, 2026.
The reverse split is intended primarily to help Nerdy regain compliance with the New York Stock Exchange’s $1.00 minimum bid price rule after receiving a noncompliance notice on March 5, 2026. The six‑month cure period runs until September 5, 2026; failure to cure could lead to delisting, which the company notes could reduce liquidity, limit access to capital and move trading to less efficient markets.
The split would proportionately reduce outstanding and reserved shares but would not change each holder’s percentage ownership, voting rights or total authorized shares, other than cashing out fractional shares. As of late June/early July 2026, Nerdy had 127,041,917 Class A and 63,730,417 Class B shares outstanding, and the Class A closing price on June 30, 2026 was $0.92. The Board may also choose to abandon the reverse split even if stockholders approve it.