Sec Form 13D Filing - Charles Cohn filing for Nerdy, Inc. (NRDY) - 2024-12-17

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D



Comment for Type of Reporting Person:
(1) With respect to Items 7,9, and 11, these items consist of common stock held by (i) Charles K. Cohn VT Trust U/A/D May 26, 2017, (ii) Cohn Investments, LLC, (iii) Rarefied Air Capital LLC, (iv) Cohn Family Trust U/A/D 3/16/17, and (v) Charles Cohn Revocable Trust. Mr. Cohn is the beneficial owner of the Charles K. Cohn VT Trust U/A/D May 26, 2017 and Cohn Family Trust U/A/D 3/16/17, the sole manager of Cohn Investments, LLC, and the sole manager of Rarefied Air Capital LLC. Excludes the 11,443,345 shares of common stock beneficially owned by Ms. Cohn, which Ms. Cohn has sole voting and sole dispositive power over and to which Mr. Cohn disclaims beneficial ownership.(2) With respect to Item 13, the percent of class was calculated based on (i) 117,033,618 shares of Class A Common Stock and (ii) 36,740,960 shares of Class B Common Stock. Mr. Cohn disclaims beneficial ownership of the shares held by Ms. Cohn.


SCHEDULE 13D



Comment for Type of Reporting Person:
(1) With respect to Items 7, 9, and 11, these items consist of common stock held by (i) Cohn Investments LLC, (ii) Rarefied Air Capital LLC, (iii) Cohn Family Trust U/A/D 5/24/2018, and (iv) Cohn Family Investments Trust U/A/D 5/24/2018. Ms. Cohn has sole voting and sole dispositive power of certain securities held by Cohn Investments LLC and Rarefied Air Capital LLC and Ms. Cohn is the sole trustee of the two trusts. Excludes the 76,486,112 shares held by Mr. Cohn.(2) With respect to Item 13, the percent of class was calculated based on (i) 117,033,618 shares of Class A Common Stock and (ii) 5,824,038 shares of Class B Common Stock.


SCHEDULE 13D

 
Charles Cohn
 
Signature:Charles Cohn
Name/Title:Charles Cohn
Date:12/17/2024
 
Allison Cohn
 
Signature:Allison Cohn
Name/Title:Allison Cohn
Date:12/17/2024
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