SEC Form 4 · accession 0001437749-18-021218
NELNET INC · NNI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Period of report
Nov 21, 2018
Accepted (ET)
Nov 21, 2018 · 5:47 pm EST
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 StockF2 | Nov 19, 2018 | G | 86,920 | $0.00 | D | 88,010 | I | By trust |
| Class A Common StockF4 | Nov 19, 2018 | G | 86,910 | $0.00 | D | 88,020 | I | By trust |
| Class A Common Stock | Nov 19, 2018 | G | 173,830 | $0.00 | A | 688,538 | I | By adult son |
| Class A Common Stock | Nov 21, 2018 | S | 1,000 | $52.06 | D | 687,538 | I | By adult son |
| Class A Common StockF7 | holding | — | — | — | 2,448,362 | D | ||
| Class A Common StockF8 | holding | — | — | — | 616,639 | D | ||
| Class A Common StockF9 | holding | — | — | — | 52,344 | D | ||
| Class A Common Stock | holding | — | — | — | 692,885 | I | By adult daughter | |
| Class A Common StockF10 | holding | — | — | — | 175,000 | I | By Dynasty Trust | |
| Class A Common StockF11 | holding | — | — | — | 175,000 | I | By Dynasty Trust | |
| Class A Common StockF12 | holding | — | — | — | 88,070 | I | By trust | |
| Class A Common StockF13 | holding | — | — | — | 88,070 | I | By trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 19, 2018, the Jason D. Muhleisen Irrevocable Trust dated 8/29/2003, of which the adult son of the reporting persons is the beneficiary, distributed 86,920 shares to the adult son of the reporting persons pursuant to the terms of the trust.
- F10Shares held by a Dynasty Trust, of which the adult daughter of the reporting persons is the initial beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F11Shares held by a Dynasty Trust, of which the adult son of the reporting persons is the initial beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F12Shares held by the Alicia L. Muhleisen Irrevocable Trust dated 8/29/2003, of which the adult daughter of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F13Shares held by the D. Muhleisen Post-Annuity Irrevocable Trust dated 8/29/2003, of which the adult daughter of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F2Shares held by the Jason D. Muhleisen Irrevocable Trust dated 8/29/2003, of which the adult son of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F3On November 19, 2018, the A. Muhleisen Post-Annuity Irrevocable Trust dated 8/29/2003, of which the adult son of the reporting persons is the beneficiary, distributed 86,910 shares to the adult son of the reporting persons pursuant to the terms of the trust.
- F4Shares held by the A. Muhleisen Post-Annuity Irrevocable Trust dated 8/29/2003, of which the adult son of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
- F5These shares were sold by the reporting persons' adult son pursuant to a Rule 10b5-1 Plan (the "Plan") entered into by the son on May 11, 2018, which provides for sales of shares of the issuer's Class A Common Stock, subject to limit price provisions and an expiration date. To the extent any future sales occur pursuant to the Plan, such sales will be publicly disclosed in Form 4 filings with the Securities and Exchange Commission.
- F6Rule 10b5-1, promulgated under the Securities Exchange Act of 1934, allows significant shareholders of a company and their family members who are not in possession of material non-public information to establish pre-arranged plans to buy or sell a specified number of shares of such company's stock. Once a plan is established, the significant shareholder or family member does not retain or exercise any discretion over sales of stock under the plan and the pre-planned trades may be executed at later dates as set forth in the plan, without regard to any subsequent material non-public information related to the company that the significant shareholder or family member may receive.
- F7These shares are held by Dan D. Muhleisen, who is the spouse of Angela L. Muhleisen.
- F8These shares are held by Angela L. Muhleisen.
- F9These shares are held jointly by Angela L. Muhleisen and Dan D. Muhleisen.