Form 4 for NNI NELNET INC
Accepted 2021-08-12 00:00:00 ET · period of report 2021-08-10 · accession 0001437749-21-019712 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| MI | 2021-08-12 | 2021-08-10 | NNI | Butterfield Shelby J | Former 10% Owner | S - Sale | $73.46 | -337.7K | 0 | -100% | -$24.81M |
| MI | 2021-08-12 | 2021-08-10 | NNI | Butterfield Shelby J | Former 10% Owner | C - Cnv Deriv | — | 0 | 162.4K | New | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-08-10 | S | D | 50,325 | $73.46 | 0 | I By trust | — | — | (F3) These shares were acquired by the issuer in a privately negotiated transaction under the issuer's stock repurchase program that was separately approved by the issuer's Board of Directors and Nominating and Corporate Governance Committee of the Board of Directors, and separately disclosed by the issuer in a Current Report on Form 8-K filed by the issuer on August 11, 2021. (F4) Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 9, 2021. (F5) Shares held by a trust, of which the daughter of the reporting person is the beneficiary. |
| 2 | Common | Class B Common Stock | 2021-08-10 | C | D | 50,325 | — | 0 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F6) Shares held by a trust, of which the son of the reporting person is the beneficiary. |
| 3 | Common | Class A Common Stock | 2021-08-10 | C | A | 50,325 | — | 50,325 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F6) Shares held by a trust, of which the son of the reporting person is the beneficiary. |
| 4 | Common | Class A Common Stock | 2021-08-10 | S | D | 50,325 | $73.46 | 0 | I By trust | — | — | (F3) These shares were acquired by the issuer in a privately negotiated transaction under the issuer's stock repurchase program that was separately approved by the issuer's Board of Directors and Nominating and Corporate Governance Committee of the Board of Directors, and separately disclosed by the issuer in a Current Report on Form 8-K filed by the issuer on August 11, 2021. (F4) Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 9, 2021. (F6) Shares held by a trust, of which the son of the reporting person is the beneficiary. |
| 5 | Common | Class B Common Stock | 2021-08-10 | C | D | 13,533 | — | 0 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F7) Shares held by a trust for the benefit of the reporting person's daughter established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 6 | Common | Class A Common Stock | 2021-08-10 | C | A | 13,533 | — | 13,533 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F7) Shares held by a trust for the benefit of the reporting person's daughter established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 7 | Common | Class A Common Stock | 2021-08-10 | S | D | 13,533 | $73.46 | 0 | I By trust | — | — | (F3) These shares were acquired by the issuer in a privately negotiated transaction under the issuer's stock repurchase program that was separately approved by the issuer's Board of Directors and Nominating and Corporate Governance Committee of the Board of Directors, and separately disclosed by the issuer in a Current Report on Form 8-K filed by the issuer on August 11, 2021. (F4) Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 9, 2021. (F7) Shares held by a trust for the benefit of the reporting person's daughter established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 8 | Common | Class B Common Stock | 2021-08-10 | C | D | 13,534 | — | 0 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F8) Shares held by a trust for the benefit of the reporting person's son established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 9 | Common | Class A Common Stock | 2021-08-10 | C | A | 13,534 | — | 13,534 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F8) Shares held by a trust for the benefit of the reporting person's son established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 10 | Common | Class A Common Stock | 2021-08-10 | C | A | 50,325 | — | 50,325 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F5) Shares held by a trust, of which the daughter of the reporting person is the beneficiary. |
| 11 | Common | Class B Common Stock | 2021-08-10 | C | D | 50,325 | — | 0 | I By trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F5) Shares held by a trust, of which the daughter of the reporting person is the beneficiary. |
| 12 | Common | Class A Common Stock | 2021-08-10 | S | D | 210,000 | $73.46 | 510 | I By Butterfield GST Non-Exempt Marital Trust | — | — | (F3) These shares were acquired by the issuer in a privately negotiated transaction under the issuer's stock repurchase program that was separately approved by the issuer's Board of Directors and Nominating and Corporate Governance Committee of the Board of Directors, and separately disclosed by the issuer in a Current Report on Form 8-K filed by the issuer on August 11, 2021. (F4) Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 9, 2021. (F2) Shares held by the Stephen F. Butterfield GST Non-Exempt Marital Trust (the "Butterfield GST Non-Exempt Marital Trust"), an estate planning trust for the family of Stephen F. Butterfield. The reporting person reports 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 her pecuniary interest therein. |
| 13 | Common | Class A Common Stock | 2021-08-10 | C | A | 145,000 | — | 210,510 | I By Butterfield GST Non-Exempt Marital Trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F2) Shares held by the Stephen F. Butterfield GST Non-Exempt Marital Trust (the "Butterfield GST Non-Exempt Marital Trust"), an estate planning trust for the family of Stephen F. Butterfield. The reporting person reports 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 her pecuniary interest therein. |
| 14 | Common | Class A Common Stock | 2021-08-10 | S | D | 13,534 | $73.46 | 0 | I By trust | — | — | (F3) These shares were acquired by the issuer in a privately negotiated transaction under the issuer's stock repurchase program that was separately approved by the issuer's Board of Directors and Nominating and Corporate Governance Committee of the Board of Directors, and separately disclosed by the issuer in a Current Report on Form 8-K filed by the issuer on August 11, 2021. (F4) Pursuant to the terms of the privately negotiated issuer repurchase transaction, this price was based on a discount to the closing market price on August 9, 2021. (F8) Shares held by a trust for the benefit of the reporting person's son established under the restated agreement for the Stephen F. Butterfield Revocable Living Trust, which became irrevocable upon the passing of Mr. Butterfield on April 16, 2018. |
| 15 | Common | Class B Common Stock | 2021-08-10 | C | D | 145,000 | — | 162,370 | I By Butterfield GST Non-Exempt Marital Trust | — | — | (F1) Shares of the issuer's Class B common stock are convertible at a fixed one-for-one ratio into an equal number of shares of the issuer's Class A common stock at any time at the holder's option. On August 10, 2021, the trust referred to in the footnote in column 5 for this line item converted shares of Class B common stock into an equal number of shares of Class A common stock. Such conversion of convertible common stock at a fixed ratio was exempt from Section 16(b) under Rule 16a-6(b). (F2) Shares held by the Stephen F. Butterfield GST Non-Exempt Marital Trust (the "Butterfield GST Non-Exempt Marital Trust"), an estate planning trust for the family of Stephen F. Butterfield. The reporting person reports 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 her pecuniary interest therein. |