SEC Form 4 · accession 0001437749-18-004545
NELNET INC · NNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey R Noordhoek
Officer — Chief Executive Officer
Period of report
Mar 9, 2018
Accepted (ET)
Mar 13, 2018 · 6:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001258602
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Mar 9, 2018 | A | 18,132 | $0.00 | A | 67,510 | D | |
| Class A Common StockF3,F4,F2 | Mar 9, 2018 | F | 5,330 | $55.12 | D | 62,180 | D | |
| Class A Common StockF5 | holding | — | — | — | 294,582 | I | By Trust | |
| Class A Common StockF6 | holding | — | — | — | 126,462 | I | By Trust | |
| Class A Common StockF7 | holding | — | — | — | 16,693 | I | By Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These 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 2017 paid in stock, which the reporting person became entitled to receive on March 9, 2018.
- F2Includes 4,992 shares issued pursuant to the issuer's Employee Share Purchase Plan, which number of shares reflects the acquisition of a total of 24 shares under the issuer's Employee Share Purchase Plan since June 27, 2017. Also includes 973 shares distributed to the reporting person by The Noordhoek Charitable Remainder Unitrust I on December 29, 2017 as discussed in footnote (7) below.
- F3These shares were tax-withheld by the issuer to satisfy the reporting person's tax obligation resulting from the March 9, 2018 award by the issuer of 18,132 shares of bonus compensation stock.
- F4Per 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 28, 2018 through March 6, 2018.
- F5Shares held by The Jeffrey R. Noordhoek Amended And Restated Revocable Trust, dated August 9, 2016, which is a revocable trust with respect to which the reporting person is the trustee and settlor, and the reporting person, his spouse and children are beneficiaries.
- F6Shares held by the Jeffrey Noordhoek Post Annuity Irrevocable Trust dated August 29, 2003, of which the reporting person's spouse and children are initial beneficiaries. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.
- F7Shares held by The Noordhoek Charitable Remainder Unitrust I (of which the reporting person is the sole noncharitable beneficiary), which reflect a distribution and transfer from the trust to the reporting person of 973 shares on December 29, 2017. The reporting person continues to report beneficial ownership of all the shares held by the trust, but disclaims beneficial ownership of the shares held by the trust except to the extent of his pecuniary interest therein.