Wenger DeeAnn 4

4 · NELNET INC · Filed Mar 12, 2026

AI-generated summary of this filing

Updated Mar 13, 2026

Nelnet (NNI) President DeeAnn Wenger Receives Awards; Shares Withheld

What Happened

DeeAnn Wenger, President of Nelnet Business Services, received two equity awards on March 10, 2026: 3,764 restricted stock shares (vesting schedule) and 2,164 shares as her 2025 performance-based bonus — 5,928 shares in total (awarded at $0 on the Form 4).
To satisfy tax withholding obligations connected to these awards (and a previously reported grant), the issuer withheld/treated as disposed a total of 1,278 shares. Those withheld shares were reported as dispositions at per-share values of $131.23 (majority of withheld shares) and $132.87 (636 shares), with aggregate proceeds shown of approximately $168,755.
Net from these transactions, 5,928 awarded minus 1,278 withheld = 4,650 shares remained attributable to Wenger from the awards (based on the reported award and withholding entries).

Key Details

Transaction date: March 10, 2026; Form 4 filed March 12, 2026 (timely; Form 4 is typically due within two business days).
Awards (code A): 3,764 restricted shares (vest one-fifth each year over five years) and 2,164 shares (2025 personal performance-based bonus paid in stock).
Withholding/dispositions (code F): 99, 100, 129, 69, 245 shares reported at $131.23 and 636 shares at $132.87 — total 1,278 shares withheld; total value shown ~$168,755.
Shares owned after the reported transactions: not provided in the excerpt of the filing.
Footnotes: withholding was done by the issuer to satisfy tax obligations (not an open-market discretionary sale); one award vests annually over five years; the bonus award vested/was payable on March 10, 2026; differing per-share values reflect issuer-assigned values and an average-price valuation for one withholding tranche.

Context

These transactions are award-related and tax-withholding related — the “dispositions” reported (code F) represent shares withheld to cover taxes, not a typical executive open-market sale. Tax-withholding is common when restricted stock vests or bonus shares are issued.
Restricted shares vest over time (here, one-fifth per year), so retained shares are subject to the issuer’s vesting schedule and may not be immediately tradable.
This filing does not by itself indicate broader insider sentiment (awards are compensation; withheld shares are routine administrative actions).

Form 4

Period: 2026-03-10

Pres, Nelnet Business Services

Transactions

Tax Payment
Class A Common Stock
[F1][F2]
2026-03-10$131.23/sh−99$12,992→ 26,276 total
Tax Payment
Class A Common Stock
[F1][F2]
2026-03-10$131.23/sh−100$13,123→ 26,176 total
Tax Payment
Class A Common Stock
[F1][F2]
2026-03-10$131.23/sh−129$16,929→ 26,047 total
Tax Payment
Class A Common Stock
[F1][F2]
2026-03-10$131.23/sh−69$9,055→ 25,978 total
Tax Payment
Class A Common Stock
[F1][F2]
2026-03-10$131.23/sh−245$32,151→ 25,733 total
Award
Class A Common Stock
[F3]
2026-03-10+3,764→ 29,497 total
Award
Class A Common Stock
[F4]
2026-03-10+2,164→ 31,661 total
Tax Payment
Class A Common Stock
[F5][F6]
2026-03-10$132.87/sh−636$84,505→ 31,025 total

Footnotes (6)

[F1]These shares were tax-withheld by the issuer to satisfy the reporting person's tax obligation resulting from the vesting of a previously reported grant of shares pursuant to Rule 16b-3(d).
[F2]Per share value assigned by the issuer to the tax withholding shares under the tax withholding arrangement, and based on the market closing price of the shares on March 10, 2026.
[F3]These restricted shares were awarded to the reporting person pursuant to the issuer's Restricted Stock Plan. The shares vest equally over a five-year period, with one-fifth of the amount vesting annually on March 10 of each year.
[F4]These shares were issued to the reporting person pursuant to the issuer's Restricted Stock Plan, as the annual personal performance-based incentive bonus compensation for 2025 paid in stock, which the reporting person became entitled to receive on March 10, 2026.
[F5]Shares that were tax-withheld by the issuer to satisfy the reporting person's tax obligation resulting from the March 10, 2026 award by the issuer of 2,164 shares of bonus compensation stock.
[F6]Per share value assigned by the issuer to the tax withholding shares under the tax withholding arrangement, and based on the average market closing price of the shares for February 27, 2026 through March 5, 2026.

Signature

/s/ Philip J. Morgan, Attorney-in-Fact for DeeAnn Wenger|2026-03-12

2 files