Adam K. Peterson - Jun 16, 2025 Form 4 Insider Report for NELNET INC (NNI)

Role
Director, Other*
Signature
/s/ Adam K. Peterson
Stock symbol
NNI
Transactions as of
Jun 16, 2025
Transactions value $
$180,073
Form type
4
Date filed
6/18/2025, 05:26 PM
Previous filing
Jun 10, 2025
Next filing
Jul 8, 2025
SEC
View on sec.gov

Reporting Owners (3)

Name Relationship Address Signature Signature date CIK
Peterson Adam K Director, Other* 1601 DODGE STREET, SUITE 3300, OMAHA /s/ Adam K. Peterson 2025-06-18 0001667769
MAGNOLIA CAPITAL FUND, LP Other* 1601 DODGE STREET, SUITE 3300, OMAHA /s/ Adam K. Peterson on behalf of the Magnolia Capital Fund, LP by its General Partner, The Magnolia Group, LLC 2025-06-18 0001618333
MAGNOLIA GROUP, LLC Other* 1601 DODGE STREET, SUITE 3300, OMAHA /s/ Adam K. Peterson, managing member on behalf of The Magnolia Group, LLC 2025-06-18 0001618376

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction NNI Phantom Stock Award $180K +1.88K +0.11% $95.58 1.68M Jun 16, 2025 Class A Common Stock 1.88K Direct F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 1-for-1.
F2 The shares of phantom stock were granted pursuant to the issuer's Directors Stock Compensation Plan. They will become payable in shares of Class A Common Stock promptly after the time of termination of the reporting person's service as a member of the issuer's Board of Directors. The shares will be payable in a lump sum promptly after the time of termination of the reporting person's service as a member of the issuer's Board, or in up to five annual installments, commencing promptly after the time of termination of the reporting person's service on the issuer's Board, as elected by the reporting person.
F3 1,668,976 of the reported shares are directly owned by Magnolia Capital Fund, LP, of which The Magnolia Group, LLC ("TMG") is the general partner and investment manager. Adam K. Peterson ("Mr. Peterson") is the managing member of TMG. TMG and Mr. Peterson could both be deemed to share indirect beneficial ownership of 1,668,976 shares of Common Stock of Nelnet Inc held by Magnolia Capital Fund, LP. Mr. Peterson holds directly the 9,472 shares of Phantom Stock for his own account.
F4 Includes a total of 19 shares acquired on September 13, 2024, 20 shares acquired on December 16, 2024, 19 shares acquired on March 14, 2025, and 19 shares acquired on June 16, 2025 pursuant to the dividend reinvestment feature of the issuer's Directors Stock Compensation Plan.

Remarks:

TMG and Mr. Peterson disclaim beneficial ownership except to the extent of their respective pecuniary interests therein of shares except the 9,472 shares Mr. Peterson directly owns, and this report shall not be deemed an admission of beneficial ownership of these securities for Section 16 or for any other purposes.