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Nextdoor Holdings, Inc.·4

Mar 9, 4:03 PM ET

Tolia Nirav N 4

4 · Nextdoor Holdings, Inc. · Filed Mar 9, 2026

Research Summary

AI-generated summary of this filing

Updated

Nextdoor (NXDR) 10% Owner Nirav Tolia Receives Stock Awards

What Happened

  • Nirav Tolia (identified as a 10% owner) received two equity awards from Nextdoor on March 5, 2026: one restricted stock unit (RSU) award for 1,768,346 shares and one performance stock unit (PSU) award for 1,768,346 shares. Both grants were reported as awards (code A) at $0.00 (no cash purchase). The two grants sum to 3,536,692 shares at target (100% achievement).
  • The PSU is a derivative, contingent on meeting performance targets; it may pay out between 0% and 200% of the reported PSU amount. The RSUs are service‑based and are not performance contingent.

Key Details

  • Transaction date: March 5, 2026. Form filed: March 9, 2026 (within the standard 2 business‑day reporting window).
  • Reported grant sizes: 1,768,346 RSUs + 1,768,346 PSUs = 3,536,692 shares at 100% target. PSU payout range: 0%–200% of the PSU grant (i.e., PSU could yield up to 3,536,692 shares if paid at 200%).
  • Prices: $0.00 per share (award/grant, not a purchase or sale).
  • Shares owned after transaction: not specified in this filing.
  • Notable footnotes:
    • PSUs vest subject to achievement of four escalating stock price performance targets during a performance period from Jan 15, 2027 to Jan 15, 2030 and vest annually on Jan 15 (first possible vesting Jan 15, 2027). If performance is 0% the PSUs expire on Jan 15, 2030.
    • RSUs vest in 16 equal quarterly installments over four years (Apr/Jul/Oct/Jan), starting Apr 15, 2026; these RSUs do not expire.
  • Transaction type: Award/Grant (A). These are compensation awards, not open‑market purchases or sales.

Context

  • These awards are compensation-based grants. RSUs provide shares for continued service; PSUs require meeting performance goals before converting to shares and thus carry uncertainty.
  • Because this is an award (not a purchase or sale), it does not by itself signal an immediate market buy/sell by the insider. For PSUs, final share delivery and economic value depend on future performance and vesting.

Insider Transaction Report

Form 4
Period: 2026-03-05
Nextdoor Holdings, Inc.NXDR
Tolia Nirav N
DirectorCEO and President10% Owner
Transactions
  • Award

    Performance Stock Units (PSU)

    [F1][F2][F3]
    2026-03-05+1,768,346→ 1,768,346 total
    Exp: 2030-01-15→ Class A Common Stock (1,768,346 underlying)
  • Award

    Restricted Stock Units (RSU)

    [F4][F5][F6]
    2026-03-05+1,768,346→ 1,768,346 total
    → Class A Common Stock (1,768,346 underlying)
Footnotes (6)
  • [F1]The performance stock units ("PSUs") represent a contingent right to receive shares of the Issuer's Class A Common Stock, subject to the achievement of applicable performance criteria and the reporting person's continued service to the Issuer through the later of: (i) the date such achievement is certified. or (ii) the scheduled vesting date. The number of shares that will vest, if any, is contingent on achievement of the relevant Performance Targets (defined below), with the potential for the reporting person to earn a number of shares between 0% and 200% of the numbers reflected in the row above. The grant details reported in the row above represent the number of shares that may vest and be earned based on achievement of all Performance Targets at 100%.
  • [F2]The PSU award is subject to a service-based vesting schedule and performance criteria relating to the achievement of four escalating stock price targets (the "Performance Targets") during a performance period beginning on January 15, 2027 and ending January 15, 2030 (the "Performance Period"). Subject to achievement of the relevant Performance Target and the Reporting Person's continued service to the Issuer through the applicable vesting date, the award shall vest annually in four installments on the 15th calendar day of January, with the first tranche capable of vesting on January 15, 2027.
  • [F3]To the extent the relevant performance criteria are not achieved (i.e., achieved at 0%), the PSUs comprising this award will expire and be forfeited on January 15, 2030. Stock
  • [F4]Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock, subject only to continued service to the Issuer, as described in footnote 5 below.
  • [F5]The RSU award vests in sixteen ratable quarterly installments over four years on the 15th calendar day of April, July, October and January, 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.
  • [F6]These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.
Signature
/s/ Sophia Contreras Schwartz, as Attorney-in-Fact for Reporting Person|2026-03-09

Documents

1 file
  • 4
    wk-form4_1773086585.xmlPrimary

    FORM 4