MICHAEL S. DUNLAP - 01 Dec 2025 Form 4 Insider Report for NELNET INC (NNI)

Role
Executive Chairman of Board, Director, 10%+ Owner
Signature
/s/ Nicole M. Stawniak, Attorney-in-Fact for Michael S. Dunlap
Issuer symbol
NNI
Transactions as of
01 Dec 2025
Transactions value $
$0
Form type
4
Filing time
03 Dec 2025, 16:32:26 UTC
Previous filing
21 Nov 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
DUNLAP MICHAEL S Executive Chairman of Board, Director, 10%+ Owner 121 SOUTH 13TH STREET, SUITE 100, LINCOLN /s/ Nicole M. Stawniak, Attorney-in-Fact for Michael S. Dunlap 03 Dec 2025 0001269797

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding NNI Class B Common Stock 1.59M 01 Dec 2025 By corporation F1
holding NNI Class B Common Stock 240K 01 Dec 2025 By trust F2
holding NNI Class B Common Stock 353K 01 Dec 2025 By trust F3
holding NNI Class B Common Stock 353K 01 Dec 2025 By trust F4
holding NNI Class B Common Stock 433K 01 Dec 2025 By GRAT F5
holding NNI Class B Common Stock 353K 01 Dec 2025 By GRAT F6
holding NNI Class B Common Stock 1.6M 01 Dec 2025 By Dunlap Holdings, LLC F7
holding NNI Class B Common Stock 125K 01 Dec 2025 By Dynasty Trust F8
holding NNI Class B Common Stock 125K 01 Dec 2025 By Dynasty Trust F9
holding NNI Class B Common Stock 125K 01 Dec 2025 By Dynasty Trust F10
holding NNI Class B Common Stock 100 01 Dec 2025 By 2019 Dynasty Trust F11
holding NNI Class B Common Stock 100 01 Dec 2025 By 2019 Dynasty Trust F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares held by Union Financial Services, Inc. ("UFS"), of which the reporting person is president and owns 50.0% of the outstanding capital stock. The reporting person continues to report beneficial ownership of all the shares held by UFS, but disclaims beneficial ownership of the shares held by UFS except to the extent of his pecuniary interest therein.
F2 Shares held by a Michael S. Dunlap 2011 Post Annuity Irrevocable Trust. 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.
F3 Shares held by a separate Michael S. Dunlap 2011 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. 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.
F4 Shares held by a separate Michael S. Dunlap 2011 Post Annuity Irrevocable Trust, of which an adult son of the reporting person is the beneficiary. 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.
F5 Shares held by a Michael S. Dunlap Grantor Retained Annuity Trust dated December 19, 2011. 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.
F6 Shares held by a separate Michael S. Dunlap Grantor Retained Annuity Trust dated December 19, 2011. 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 Dunlap Holdings, LLC, a family limited liability company which is controlled by the reporting person and his family. The reporting person continues to report beneficial ownership of all the shares held by Dunlap Holdings, LLC, but disclaims beneficial ownership of the shares held by Dunlap Holdings, LLC except to the extent of his pecuniary interest therein.
F8 Shares held by a Dynasty Trust established by the reporting person in 2011, of which an adult son of the reporting person is the initial beneficiary. 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.
F9 Shares held by a separate Dynasty Trust established by the reporting person in 2011, of which an adult son of the reporting person is the initial beneficiary. 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.
F10 Shares held by a separate Dynasty Trust established by the reporting person in 2011, of which an adult son of the reporting person is the initial beneficiary. 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.
F11 Shares held by a Dynasty Trust established by the reporting person in 2019, of which the adult sons of the reporting person and his spouse are the 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.
F12 Shares held by a Dynasty Trust established by the reporting person's spouse in 2019, of which the adult sons of the reporting person and his spouse are the 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.

Remarks:

Two of two Form 4s filed on December 3, 2025 for the reporting of the December 1, 2025 transfers included in the first Form 4. This second Form 4 includes additional holdings that could not be included in the first Form 4 due to a limitation on the number of line items that can be included per table in a single Form 4.