Nerdy Inc. Announces 2024 Annual Meeting of Stockholders on May 1, 2024

TL;DR

<b>Nerdy Inc. will hold its 2024 Annual Meeting of Stockholders on May 1, 2024, to elect directors and ratify auditors.</b>

AI Summary

Nerdy Inc. (NRDY) filed a Proxy Statement (DEF 14A) with the SEC on April 2, 2024. Nerdy Inc. will hold its 2024 Annual Meeting of Stockholders virtually on May 1, 2024, at 10:00 a.m. Eastern Time. The meeting agenda includes the election of two Class III directors, Abigail Blunt and Stuart Udell, for terms until the 2027 annual meeting. Stockholders will vote to ratify the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2024. Record date for voting eligibility is the close of business on March 11, 2024. The company is filing a Definitive Proxy Statement (DEF 14A) on April 2, 2024.

Why It Matters

For investors and stakeholders tracking Nerdy Inc., this filing contains several important signals. The annual meeting is a key event for shareholders to exercise their voting rights on corporate governance matters, including director elections and auditor ratification. The election of directors and ratification of the auditor are standard but crucial procedures that impact the company's leadership and financial oversight.

Risk Assessment

Risk Level: low — Nerdy Inc. shows low risk based on this filing. This filing is a routine proxy statement for an annual meeting and does not contain new financial or operational information that would indicate significant risk.

Analyst Insight

Stockholders should review the proxy statement to make informed voting decisions on director nominees and auditor ratification.

Key Numbers

• May 1, 2024 — Annual Meeting Date (2024 Annual Meeting of Stockholders)
• 10:00 a.m. ET — Annual Meeting Time (2024 Annual Meeting of Stockholders)
• 2027 — Director Term End (Class III directors' term)
• December 31, 2024 — Fiscal Year End (Independent auditor's appointment period)
• March 11, 2024 — Record Date (Stockholders eligible to vote)

Key Players & Entities

• Nerdy Inc. (company) — Registrant
• Abigail Blunt (person) — Nominee for Class III director
• Stuart Udell (person) — Nominee for Class III director
• PricewaterhouseCoopers LLP (company) — Independent registered public accounting firm
• TPG Pace Tech Opportunities Corp. (company) — Former company name

FAQ

Industry Context

Nerdy Inc. operates in the online education services sector, providing tutoring and learning resources.

Regulatory Implications

This filing is a standard DEF 14A (Definitive Proxy Statement) required by the SEC for public companies holding annual shareholder meetings.

What Investors Should Do

1. Review the qualifications of director nominees Abigail Blunt and Stuart Udell.
2. Evaluate the rationale for ratifying PricewaterhouseCoopers LLP as the independent auditor.
3. Ensure voting rights are exercised by the record date of March 11, 2024.

Key Dates

• 2024-05-01: 2024 Annual Meeting of Stockholders — Key date for shareholder voting on directors and auditors.
• 2024-03-11: Record Date — Determines which stockholders are eligible to vote at the Annual Meeting.
• 2024-04-02: Filing Date of DEF 14A — Date the definitive proxy statement was filed with the SEC.

Year-Over-Year Comparison

This is a DEF 14A filing, which is a routine disclosure for an annual meeting and does not represent a change from previous financial reporting periods.

Key Financial Figures

• $0.0001 — of our Class A common stock, par value $0.0001 per share (the "Class A Common Stock")
• $4 billion — StubHub to Viagogo in February 2020 for $4 billion. Prior to StubHub, Mr. Mrva was managin

Filing Documents

• a2024defproxystatement.htm (DEF 14A) — 412KB
• nerdylogoa.jpg (GRAPHIC) — 3KB
• foundersawardhurdlesa.jpg (GRAPHIC) — 32KB
• frontofproxycarda.jpg (GRAPHIC) — 261KB
• backofproxycarda.jpg (GRAPHIC) — 225KB
• 0001819404-24-000036.txt (&nbsp;) — 1133KB

Executive Compensation

Executive Compensation 19 Certain Relationships and Related Party Transactions 24 Principal Stockholders 24 Delinquent Section 16(a) Reports 27 General Matters 27 ii Table of Contents NERDY INC. 8001 Forsyth Blvd., Suite 1050 St. Louis, Missouri 63105 PROXY STATEMENT FOR THE 2024 ANNUAL MEETING OF STOCKHOLDERS TO BE HELD MAY 1, 2024 This proxy statement contains information about the 2024 Annual Meeting of Stockholders (the "Annual Meeting") of Nerdy Inc., which will be a virtual-only meeting held on May 1, 2024, at 1000 a.m. Eastern Time. The board of directors of Nerdy Inc. (the "Board of Directors" or the "Board") is using this proxy statement to solicit proxies for use at the Annual Meeting. In this proxy statement, the terms "Nerdy," "the Company," "we," "us," and "our" refer to Nerdy Inc. The mailing address of our principal executive office is Nerdy Inc., 8001 Forsyth Blvd. Suite 1050, St. Louis, Missouri 63105. All properly submitted proxies will be voted in accordance with the instructions contained in those proxies. If no instructions are specified, the proxies will be voted in accordance with the recommendation of our Board of Directors with respect to each of the matters set forth in the accompanying Notice of the 2024 Annual Meeting. You may revoke your proxy at any time before it is exercised at the meeting by giving our Corporate Secretary written notice to that effect. A copy of our proxy statement and the accompanying proxy card or, for shares held in street name (i.e., held for your account by a broker or other nominee), a voting instruction form, and the 2023 Annual Report to Stockholders was first mailed to our stockholders of record as of March 11, 2024, on or about April 2, 2024. We are an "emerging growth company" under applicable federal securities laws and therefore permitted to conform with certain reduced public company reporting requirements. As of December 31, 2022 we were a "smaller reporting company" under a

View Full Filing

View this DEF 14A filing on SEC EDGAR