Nextdoor Holdings (NXDR) GC sells 43K shares, exercises RSUs

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Nextdoor Holdings General Counsel and Secretary Sophia Schwartz reported a mix of equity transactions in Class A Common Stock. She exercised restricted stock units to acquire 165,070 shares of stock at a conversion price of $0.0000 per share, reflecting multiple RSU vesting events.

To cover tax obligations from these vestings, a total of 72,269 shares were disposed of through tax-withholding transactions at $1.52 per share. In a separate move, she completed an open-market sale of 43,015 shares at an average price of $1.5349 per share.

The sale was carried out under a pre-arranged Rule 10b5-1 trading plan adopted on September 4, 2025, indicating the timing was scheduled in advance. After all transactions, Schwartz directly holds 336,373 shares of Nextdoor Holdings Class A Common Stock.

Insider Trade Summary 10b5-1

Net Seller: 43,015 shares ($66,024)

Net Sell 13 txns

Insider Schwartz Sophia

Role General Counsel and Secretary

Sold 43,015 shs ($66K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	43,015	$1.5349	$66K
Exercise	Restricted Stock Units (RSU)	19,707	$0.00	--
Exercise	Restricted Stock Units (RSU)	91,667	$0.00	--
Exercise	Restricted Stock Units (RSU)	24,224	$0.00	--
Exercise	Restricted Stock Units (RSU)	29,472	$0.00	--
Exercise	Class A Common Stock	19,707	$0.00	--
Tax Withholding	Class A Common Stock	8,628	$1.52	$13K
Exercise	Class A Common Stock	91,667	$0.00	--
Tax Withholding	Class A Common Stock	40,132	$1.52	$61K
Exercise	Class A Common Stock	24,224	$0.00	--
Tax Withholding	Class A Common Stock	10,606	$1.52	$16K
Exercise	Class A Common Stock	29,472	$0.00	--
Tax Withholding	Class A Common Stock	12,903	$1.52	$20K

Holdings After Transaction: Class A Common Stock — 336,373 shares (Direct); Restricted Stock Units (RSU) — 0 shares (Direct)

Footnotes (1)

Sale of shares made pursuant to and in accordance with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, under a plan adopted by the Reporting Person on September 4, 2025. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. The RSU award vests in eight equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on July 15, 2024, subject to the reporting person's continued service to the Issuer on each vesting date. These RSUs do not expire; they either vest or are cancelled prior to the vesting date. The RSU award vests in eight equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on April 15, 2025, subject to the reporting person's continued service to the Issuer on each vesting date. The RSU award vests in four equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on April 15, 2026, subject to the reporting person's continued service to the Issuer on each vesting date. The RSU award vests in equal quarterly installments over four years on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting date on April 15, 2026, subject to the reporting person's continued service to the Issuer on each vesting date.

Key Figures

Open-market sale: 43,015 shares at $1.5349 RSU shares acquired: 165,070 shares at $0.0000 Tax-withholding shares: 72,269 shares at $1.52 +1 more

4 metrics

Open-market sale 43,015 shares at $1.5349 Class A Common Stock sold on April 16, 2026

RSU shares acquired 165,070 shares at $0.0000 Class A Common Stock from RSU exercises on April 15, 2026

Tax-withholding shares 72,269 shares at $1.52 Shares delivered for tax liabilities on April 15, 2026

Shares held after transactions 336,373 shares Direct Class A Common Stock ownership after April 15–16, 2026

Key Terms

Rule 10b5-1, Restricted Stock Units (RSU), tax-withholding disposition, exercise or conversion of derivative security

4 terms

Rule 10b5-1 regulatory

"Sale of shares made pursuant to and in accordance with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

Restricted Stock Units (RSU) financial

"Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock."

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

exercise or conversion of derivative security financial

"Exercise or conversion of derivative security"

Form 4 Insider Transactions: What Each Field Means →

04/17/2026 - 04:01 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schwartz Sophia

(Last)

(First)

(Middle)

420 TAYLOR STREET

(Street)

SAN FRANCISCO

CALIFORNIA

94102

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Nextdoor Holdings, Inc. [ NXDR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	General Counsel and Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	04/15/2026		M		19,707	A	$0	306,294	D
Class A Common Stock	04/15/2026		F		8,628	D	$1.52	297,666	D
Class A Common Stock	04/15/2026		M		91,667	A	$0	389,333	D
Class A Common Stock	04/15/2026		F		40,132	D	$1.52	349,201	D
Class A Common Stock	04/15/2026		M		24,224	A	$0	373,425	D
Class A Common Stock	04/15/2026		F		10,606	D	$1.52	362,819	D
Class A Common Stock	04/15/2026		M		29,472	A	$0	392,291	D
Class A Common Stock	04/15/2026		F		12,903	D	$1.52	379,388	D
Class A Common Stock	04/16/2026		S		43,015⁽¹⁾	D	$1.5349	336,373	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units (RSU)	⁽²⁾	04/15/2026		M			19,707	⁽³⁾	⁽⁴⁾	Class A Common Stock	19,707	$0	0	D
Restricted Stock Units (RSU)	⁽²⁾	04/15/2026		M			91,667	⁽⁵⁾	⁽⁴⁾	Class A Common Stock	91,667	$0	275,000	D
Restricted Stock Units (RSU)	⁽²⁾	04/15/2026		M			24,224	⁽⁶⁾	⁽⁴⁾	Class A Common Stock	24,224	$0	72,675	D
Restricted Stock Units (RSU)	⁽²⁾	04/15/2026		M			29,472	⁽⁷⁾	⁽⁴⁾	Class A Common Stock	29,472	$0	442,087	D

Explanation of Responses:

1. Sale of shares made pursuant to and in accordance with the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, under a plan adopted by the Reporting Person on September 4, 2025.

2. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

3. The RSU award vests in eight equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on July 15, 2024, subject to the reporting person's continued service to the Issuer on each vesting date.

4. These RSUs do not expire; they either vest or are cancelled prior to the vesting date.

5. The RSU award vests in eight equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on April 15, 2025, subject to the reporting person's continued service to the Issuer on each vesting date.

6. The RSU award vests in four equal quarterly installments on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting event on April 15, 2026, subject to the reporting person's continued service to the Issuer on each vesting date.

7. The RSU award vests in equal quarterly installments over four years on January 15, April 15, July 15 and October 15 of each calendar year, with the first such vesting date on April 15, 2026, subject to the reporting person's continued service to the Issuer on each vesting date.

Remarks:

	/s/ Noah Johnson, as Attorney-in-Fact for Reporting Person	04/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Nextdoor Holdings (NXDR) report for Sophia Schwartz?

Nextdoor’s General Counsel Sophia Schwartz exercised RSUs to acquire 165,070 Class A shares, had 72,269 shares withheld for taxes, and sold 43,015 shares in the open market. After these transactions, she directly holds 336,373 Class A Common shares.

How many Nextdoor Holdings (NXDR) shares did Sophia Schwartz sell and at what price?

Sophia Schwartz sold 43,015 shares of Nextdoor Holdings Class A Common Stock at an average price of $1.5349 per share. This sale was reported as an open-market transaction and executed pursuant to a pre-arranged Rule 10b5-1 trading plan.

How many Nextdoor Holdings (NXDR) shares did Sophia Schwartz acquire through RSU exercises?

Schwartz acquired 165,070 shares of Nextdoor Holdings Class A Common Stock through exercises of restricted stock units at a conversion price of $0.0000. These RSU awards vest in scheduled quarterly installments, subject to her continued service with the company.

How many Nextdoor Holdings (NXDR) shares were used for tax withholding in this Form 4?

A total of 72,269 shares of Nextdoor Holdings Class A Common Stock were disposed of to satisfy tax obligations. These transactions, coded as F, occurred at a price of $1.52 per share and represent payment of tax liability using shares, not open-market sales.

What is Sophia Schwartz’s remaining ownership in Nextdoor Holdings (NXDR) after these transactions?

Following the reported exercises, tax-withholding dispositions, and open-market sale, Sophia Schwartz directly holds 336,373 shares of Nextdoor Holdings Class A Common Stock. This balance reflects her updated ownership position after all Form 4 transactions on April 15–16, 2026.

Were the Nextdoor Holdings (NXDR) insider sales made under a Rule 10b5-1 plan?

Yes. The Form 4 footnotes state the 43,015-share sale was executed under a Rule 10b5-1 trading plan adopted on September 4, 2025. Such plans pre-schedule trades, indicating the timing of this sale was arranged in advance rather than decided spontaneously.