NerdWallet Files Definitive Proxy Statement for 2024 Annual Meeting

Ticker: NRDS · Form: DEF 14A · Filed: Apr 2, 2024 · CIK: 1625278

Nerdwallet, Inc. DEF 14A Filing Summary
FieldDetail
CompanyNerdwallet, Inc. (NRDS)
Form TypeDEF 14A
Filed DateApr 2, 2024
Risk Levellow
Pages15
Reading Time18 min
Key Dollar Amounts$2 million
Sentimentneutral

Sentiment: neutral

Topics: Proxy Statement, NerdWallet, Annual Meeting, Shareholder Information, Corporate Governance

TL;DR

<b>NerdWallet filed its 2024 Definitive Proxy Statement, detailing 2023 progress, market expansion, and new product launches aimed at empowering consumers' financial decisions.</b>

AI Summary

NERDWALLET, INC. (NRDS) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. NerdWallet, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 2, 2024. The filing pertains to the company's 2024 Annual Meeting of Shareholders, with a report period ending May 14, 2024. The company highlighted progress in 2023 towards its vision of empowering confident financial decisions. Expansion into new markets (Canada, Australia) and financial categories (Medicare, estate planning) was noted. NerdWallet launched consumer-first products like NerdUp, a secured credit card for credit building.

Why It Matters

For investors and stakeholders tracking NERDWALLET, INC., this filing contains several important signals. This filing provides shareholders with essential information regarding the upcoming annual meeting, including proposals, director nominations, and executive compensation, enabling informed voting. The proxy statement outlines the company's strategic initiatives and performance in 2023, offering insights into its growth trajectory and commitment to its vision.

Risk Assessment

Risk Level: low — NERDWALLET, INC. shows low risk based on this filing. The filing is a routine proxy statement, indicating standard corporate governance procedures rather than immediate financial distress or significant new risks.

Analyst Insight

Shareholders should review the proxy statement to understand proposals, director elections, and executive compensation before the annual meeting on May 14, 2024.

Key Numbers

  • 2023 — Reporting Year (Progress and initiatives discussed for this year.)
  • 1,800 — Volunteer Hours (Hours spent by employees on Corporate Social Responsibility (CSR) efforts.)

Key Players & Entities

  • NerdWallet, Inc. (company) — Registrant
  • DEF 14A (filing) — Form Type
  • 2024-04-02 (date) — Filing Date
  • 2024-05-14 (date) — Report Period End Date
  • 55 Hawthorne Street (address) — Business Address
  • San Francisco (location) — Business Address City
  • CA (location) — Business Address State
  • 94105 (postal_code) — Business Address Zip

FAQ

When did NERDWALLET, INC. file this DEF 14A?

NERDWALLET, INC. filed this Proxy Statement (DEF 14A) with the SEC on April 2, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by NERDWALLET, INC. (NRDS).

Where can I read the original DEF 14A filing from NERDWALLET, INC.?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by NERDWALLET, INC..

What are the key takeaways from NERDWALLET, INC.'s DEF 14A?

NERDWALLET, INC. filed this DEF 14A on April 2, 2024. Key takeaways: NerdWallet, Inc. filed a Definitive Proxy Statement (DEF 14A) on April 2, 2024.. The filing pertains to the company's 2024 Annual Meeting of Shareholders, with a report period ending May 14, 2024.. The company highlighted progress in 2023 towards its vision of empowering confident financial decisions..

Is NERDWALLET, INC. a risky investment based on this filing?

Based on this DEF 14A, NERDWALLET, INC. presents a relatively low-risk profile. The filing is a routine proxy statement, indicating standard corporate governance procedures rather than immediate financial distress or significant new risks.

What should investors do after reading NERDWALLET, INC.'s DEF 14A?

Shareholders should review the proxy statement to understand proposals, director elections, and executive compensation before the annual meeting on May 14, 2024. The overall sentiment from this filing is neutral.

How does NERDWALLET, INC. compare to its industry peers?

NerdWallet operates in the financial technology and consumer finance information sector, providing tools and content to help individuals make financial decisions.

Are there regulatory concerns for NERDWALLET, INC.?

Companies are required to file proxy statements (DEF 14A) under Section 14(a) of the Securities Exchange Act of 1934 to provide shareholders with information for voting at annual meetings.

Industry Context

NerdWallet operates in the financial technology and consumer finance information sector, providing tools and content to help individuals make financial decisions.

Regulatory Implications

Companies are required to file proxy statements (DEF 14A) under Section 14(a) of the Securities Exchange Act of 1934 to provide shareholders with information for voting at annual meetings.

What Investors Should Do

  1. Shareholders should review the proxy statement for details on director nominees and vote accordingly.
  2. Examine proposals presented to shareholders and understand the company's recommendations.
  3. Review executive compensation details and any related shareholder advisory votes.

Key Dates

  • 2024-04-02: Filing Date — Definitive Proxy Statement filed with the SEC.
  • 2024-05-14: Report Period End Date — The period covered by the proxy statement's reporting.

Glossary

DEF 14A
Definitive Proxy Statement filed with the SEC. (This is the primary filing type, indicating the company is providing official notice and information for its shareholder meeting.)
Proxy Statement
A document filed by a company with the SEC that contains information about the annual meeting of shareholders. (Provides shareholders with the necessary details to vote on company matters and elect directors.)
CSR
Corporate Social Responsibility (Highlights the company's commitment to social and environmental impact beyond its core business operations.)

Year-Over-Year Comparison

This is the initial filing for the 2024 proxy season, providing forward-looking information and a review of the previous year's activities.

Filing Stats: 4,478 words · 18 min read · ~15 pages · Grade level 16.4 · Accepted 2024-04-02 16:11:27

Key Financial Figures

  • $2 million — Financial Equity Pledge, we renewed our $2 million deposit into Self-Help Federal Credit U

Filing Documents

Executive Compensation

Executive Compensation 7 Corporate Governance Highlights—Reasonable Governance With A Controlling Stockholder 8 Environmental Social and Governance (ESG) 8 Human Capital Management Highlights 10 PROPOSAL NO. 1—ELECTION OF DIRECTORS 12 Nominees 12 Recommendation 12 Director Background and Qualifications 13 BOARD MATTERS 18 Director Nominations and Appointments 18 Family Relationships 19 Oversight by Our Board of Directors 19 Board Leadership Structure—Balanced Leadership Among Chief Executive Officer and Empowered Independent Directors 20 Meetings of Our Board and Committees 20 Board and Committee Responsibilities for Risk Oversight 23 Tailored Corporate Governance Policies to Ensure Integrity and Ethical Conduct 24 Board Evaluation Process 25 Director Onboarding and Continuing Education—Connecting New Directors To The Company's Unique Culture and Business, and Maintaining Key Expertise In An Evolving Regulatory and Business Landscape 25 Communications With Our Board 25 Compensation of Non-Employee Directors 26 EXECUTIVE OFFICERS 28 Named Executive Officer Compensation Tables 31 2023 Summary Compensation Table 31 Narrative Disclosure To Summary Compensation Table 32 Outstanding Equity Awards at December 31, 2023 33 Potential Payments Upon Termination of Employment or Change In Control of the Company 34 Other Compensation and Benefits 35 Equity Compensation Plan Information 36 Transactions with Related Persons 37 Related Person Transactions Policy 37 Compensation Recovery Policy 38

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 39 AUDIT COMMITTEE REPORT 42 AUDIT COMMITTEE MATTERS 43 Pre-Approval Policies and Procedures 43 Independent Registered Public Accounting Firm Fees 43 PROPOSAL NO. 2— RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2024 44 Support for Recommendation 44 Non-Binding Vote 44 Inquiries of Deloitte Touche LLP at Annual Meeting 45 Recommendation 45 PROPOSAL NO. 3— APPROVAL OF AN AMENDMENT TO THE NERDWALLET, INC. AMENDED AND RESTATED CERTIFICATE OF INCORPORATION 46 Background 46 Why Stockholders Should Approve the Exculpation Proposal 46 Text of Proposed Amendment to Our Amended and Restated Certificate of Incorporation 46 Vote Required 47 Recommendation 47 QUESTIONS AND ANSWERS ABOUT THE PROXY MATERIALS AND 2024 ANNUAL MEETING 48 OTHER MATTERS 55 Presentation of Stockholder Proposals and Nominations at 2025 Annual Meeting 55 Access to Reports and Other Information 55

Forward-Looking Statements

Forward-Looking Statements 56 ANNEX A 57 PROXY SUMMARY Proxy Summary This proxy summary highlights information regarding NerdWallet, Inc. and certain information included elsewhere in this proxy statement. You should read the entire proxy statement before voting. You should also review our Annual Report on Form 10-K for the year ended December 31, 2023 for detailed information regarding the 2023 financial and operating performance of NerdWallet, Inc., including the audited financial statements and related notes included therein. 2024 Annual Meeting of Stockholders Vote by Internet If you received the Notice or a printed copy of the Proxy Materials, follow the instructions in the Notice or on the proxy card. Vote by Telephone If you received the Notice or a printed copy of the Proxy Materials, follow the instructions in the Notice or on the proxy card. Vote by Mail If you received a printed copy of the Proxy Materials, complete, sign, date, and mail your proxy card in the enclosed, postage-prepaid envelope. In Person (Virtual) You may also vote in person by attending our Annual Meeting virtually through www.proxydocs.comNRDS. To attend the Annual Meeting and vote your shares, you must pre-register at www.proxydocs.comNRDS. Upon completing your registration, you will receive further instructions via email, including a unique link that will allow you access to the Annual Meeting and to vote and submit questions during the Annual Meeting. Date Time Tuesday, May 14, 2024 1000 a.m. Pacific Time Record Date Friday, March 15, 2024 Location Virtual Meeting - please pre-register at www.proxydocs.comNRDS. Only stockholders of record as of the close of business on March 15, 2024, or holders of a valid proxy, are entitled to notice of and to vote at the Annual Meeting and any postponement, continuation, or adjournment thereof. Please Vote Today Your vote is important. Whether or not you plan to attend the Annual Meeting, we urge you to vote p

Gender Identity Male Female Non-Binary Not Disclosed

Part I Gender Identity Male Female Non-Binary Not Disclosed Directors 3 2 — —

Demographic Background

Part II Demographic Background African American or Black 1 — — — Alaskan Native or Native American — — — — Asian 1 — — — Hispanic or Latinx — — — — Native Hawaiian or Pacific Islander — — — — White 1 2 — — Two or More Races or Ethnicities — — — — LGBTQ+ — — — — Did Not Disclose Demographic Background — — — — 6 PROXY STATEMENT 2024 PROXY SUMMARY

Executive Compensation

Executive Compensation We are an "emerging growth company," as defined in the JOBS Act. As an emerging growth company, we have reduced disclosure and are exempt from certain requirements related to executive compensation, including the requirements to hold non-binding advisory votes on executive compensation, to provide information relating to the ratio of total compensation of our Chief Executive Officer to the median of the annual total compensation of all of our employees and to provide specific disclosure regarding pay versus performance. Processes and Procedures for Compensation Decisions Our Compensation Committee is primarily responsible for establishing and reviewing our general compensation strategy. In addition, the Compensation Committee oversees our compensation and benefit plans and policies, administers our equity incentive plans and reviews and approves annually all compensation decisions relating to all of our executive officers, including our Named Executive Officers (as defined in "Named Executive Officer Compensation Tables" below). The Compensation Committee considers recommendations from our Chief Executive Officer regarding the compensation of our executive officers, other than himself. Under its charter, our Compensation Committee has the authority to retain or obtain the advice of compensation consultants, independent legal counsel and other advisers. Key elements of our compensation program for Named Executive Officers in 2023 are set forth below. Compensation Element Brief Description Objectives Base Salary Fixed cash compensation Attract and retain key executives Equity Awards Restricted Stock Units (RSUs) and Performance Restricted Stock Units (PSUs) Enhance alignment with stockholders Multiple award types provide diverse incentives Change of Control and Severance Policy Lump sum payment of base salary that would have been earned during the applicable severance period Payment of, or reimbursement for, continued healthca

View Full Filing

View this DEF 14A filing on SEC EDGAR

View on ReadTheFiling | About | Contact | Privacy | Terms

Data from SEC EDGAR. Not affiliated with the SEC. Not investment advice. © 2026 OpenDataHQ.