Business Context and Reporting Period
This Form 8-K filing by Nerdy Inc. (NYSE: NRDY) is dated August 26, 2025. The report discloses the appointment of a new Chief Operating Officer (COO) effective on the filing date.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change is the appointment of John A. Paszterko as Chief Operating Officer. Mr. Paszterko joins from Amazon.com, Inc., where he served as Director, Amazon Customer Excellence Systems (ACES), North American Fulfillment. He brings 10 years of U.S. Army service and a background in fulfillment and workflow systems.
Compensation and Management Commentary
Mr. Paszterko's compensation package includes the following components:
- Base Salary: $475,000
- 2025 Cash Incentive: Annual target of $100,000, subject to pro-ration based on days employed in 2025.
- Sign-On Bonus: $112,000
- Equity Award: 600,000 Restricted Stock Units (RSUs) with a grant date of October 15, 2025, vesting quarterly pro-rata over three years.
- Other Benefits: Eligibility for standard company insurance, holidays, paid time off, and fringe benefit plans.
The filing confirms there are no related party transactions or family relationships between Mr. Paszterko and existing directors or officers.
Investor Verification Checklist
- Verify the vesting schedule and grant date (October 15, 2025) for the 600,000 RSUs.
- Review the attached press release (Exhibit 99.1) for strategic context regarding the COO appointment.
- Confirm the pro-ration calculation for the 2025 cash incentive based on the start date.
- Monitor future filings for any changes to the executive team structure following this appointment.