04/03/2026 | Press release | Distributed by Public on 04/03/2026 15:29
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| 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 control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Options (right to buy) | (2) | 06/29/2035 | Class A Common Stock | 321,986 | $10.97 | D | |
| Employee Stock Options (right to buy) | (3) | 03/17/2036 | Class A Common Stock | 180,608 | $10.18 | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Mischner Sam Brian C/O NERDWALLET, INC. 4150 N DRINKWATER BLVD, SUITE 200 SCOTTSDALE, AZ 85251 |
Chief Revenue Officer | |||
| /s/ Mary Nuttall, Attorney-in-Fact for Sam Brian Mischner | 04/03/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(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). |
| (1) | Represents Restricted Stock Units payable solely in Class A Common Stock of the Issuer. |
| (2) | 25% of the shares subject to the option vest on the first anniversary measured from 6/30/25 the vesting commencement date ("VCD") and 1/48th of the total number of shares subject to the option vest monthly thereafter, such that 100% of the Shares subject to the option will be fully vested and exercisable on the fourth anniversary of the VCD, subject to Reporting Person's continuous service as of each vesting date. |
| (3) | 25% of the shares subject to the option vest on the first anniversary measured from 3/18/26 the VCD and 1/48th of the total number of shares subject to the option vest monthly thereafter, such that 100% of the Shares subject to the option will be fully vested and exercisable on the fourth anniversary of the VCD, subject to Reporting Person's continuous service as of each vesting date |