NELNET INC — Director's Dealing 2021

Mar 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NELNET INC (NNI)
CIK: 0001258602
Period of Report: 2021-03-10

Reporting Person: NOORDHOEK JEFFREY R (Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-09-10	Class A Common Stock	G	16426	—	Disposed	67393	Direct
2007-09-10	Class A Common Stock	G	16426	—	Acquired	311008	Indirect
2021-03-10	Class A Common Stock	A	13467	—	Acquired	81560	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	126462	Indirect
Class A Common Stock	14163	Indirect

Footnotes

F1: On September 10, 2007, 16,426 shares were transferred by gift from the reporting person to The Jeffrey R. Noordhoek Trust, which is a revocable trust established by the reporting person in 2005 for the benefit of the reporting person and his spouse and dependents. The agreement for this trust was subsequently amended and restated on August 9, 2016.

F2: This balance reflects previously reported transactions that occurred subsequent to the date of this gift transaction.

F3: Shares 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. The balance of shares held by the trust reflects previously reported transactions that occurred subsequent to the date of this gift transaction.

F4: These restricted shares were awarded to the reporting person pursuant to the issuer's Restricted Stock Plan. The shares vest equally over a five-year period, with one-fifth of the amount vesting annually on March 10 of each year.

F5: Includes 5,073 shares issued pursuant to the issuer's Employee Share Purchase Plan, which number of shares reflects the acquisition of a total of 29 shares under the issuer's Employee Share Purchase Plan since March 12, 2020. Also includes 671 shares distributed to the reporting person by The Noordhoek Charitable Remainder Unitrust I on December 31, 2020 as discussed in footnote (7) below.

F6: Shares 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.

F7: Shares held by The Noordhoek Charitable Remainder Unitrust I (of which the reporting person is the sole noncharitable beneficiary), which reflect an annual distribution and transfer from the trust to the reporting person of 671 shares on December 31, 2020. 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.