Sec Form 4 Filing - MUHLEISEN ANGIE @ NELNET INC - 2023-12-18

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
MUHLEISEN ANGIE
2. Issuer Name and Ticker or Trading Symbol
NELNET INC [ NNI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O FARMERS & MERCHANTS INVESTMENT INC., 6801 SOUTH 27TH STREET
3. Date of Earliest Transaction (MM/DD/YY)
12/18/2023
(Street)
LINCOLN, NE68512
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
_____ Form filed by One Reporting Person
__ X __ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/18/2023 G 80,500 D $ 0 909,965 ( 1 ) D
Class A Common Stock 24,633 ( 2 ) I By trust
Class A Common Stock 24,633 ( 3 ) I By trust
Class A Common Stock 1,205,526 ( 4 ) D
Class A Common Stock 52,344 ( 5 ) D
Class A Common Stock 857,353 I By adult son
Class A Common Stock 869,025 I By adult daughter
Class A Common Stock 276,000 ( 6 ) I By Dynasty Trust
Class A Common Stock 276,000 ( 7 ) I By Dynasty Trust
Class A Common Stock 39,065 ( 8 ) I By GRAT
Class A Common Stock 43,505 ( 9 ) I By GRAT
Class A Common Stock 26,032 ( 10 ) I By GRAT
Class A Common Stock 28,993 ( 11 ) I By GRAT
Class A Common Stock 33,408 ( 12 ) I By GRAT
Class A Common Stock 37,489 ( 13 ) I By GRAT
Class A Common Stock 35,866 ( 14 ) I By GRAT
Class A Common Stock 39,708 ( 15 ) I By GRAT
Class A Common Stock 37,004 ( 16 ) I By GRAT
Class A Common Stock 41,239 ( 17 ) I By GRAT
Class A Common Stock 42,911 ( 18 ) I By GRAT
Class A Common Stock 47,300 ( 19 ) I By GRAT
Class A Common Stock 10,000 ( 20 ) I By 2020 Dynasty Trust
Class A Common Stock 10,000 ( 21 ) I By 2020 Dynasty Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MUHLEISEN ANGIE
C/O FARMERS & MERCHANTS INVESTMENT INC.
6801 SOUTH 27TH STREET
LINCOLN, NE68512
X
Muhleisen Dan D
6321 DOECREEK CIRCLE
LINCOLN, NE68516
X
Signatures
/s/ Audra Hoffschneider, Attorney-in-Fact for Angela L. Muhleisen 12/20/2023
Signature of Reporting Person Date
/s/ Audra Hoffschneider, Attorney-in-Fact for Dan D. Muhleisen 12/20/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares are held by Angela L. Muhleisen, and the number of shares includes shares distributed to Ms. Muhleisen by Grantor Retained Annuity Trust ("GRAT") as discussed in footnotes (16) through (19) below.
( 2 )Shares held by the Dan D. Muhleisen 2020 Post-Annuity GRAT FBO Alicia Muhleisen, of which an adult daughter of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 3 )Shares held by the Dan D. Muhleisen 2020 Post-Annuity GRAT FBO Jason Muhleisen, of which an adult son of the reporting persons is the beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 4 )These shares are held by Dan D. Muhleisen.
( 5 )These shares are held jointly by Angela L. Muhleisen and Dan D. Muhleisen.
( 6 )Shares gifted to and held by a Dynasty Trust established by the reporting persons in 2012, of which the adult daughter of the reporting persons is the initial beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 7 )Shares gifted to and held by a Dynasty Trust established by the reporting persons in 2012, of which the adult son of the reporting persons is the initial beneficiary. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 8 )Shares held by a Dan D. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 9 )Shares held by a separate Dan D. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 10 )Shares held by an Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 11 )Shares held by a separate Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 12 )Shares held by a separate Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 13 )Shares held by a separate Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 14 )Shares held by a separate Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 15 )Shares held by a separate Angela L. Muhleisen GRAT dated 6/10/2020. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 16 )Shares held by an Angela L. Muhleisen GRAT dated 11/29/2022, which reflect an annuity distribution from the trust to Ms. Muhleisen of 12,996 shares on 11/29/2023. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 17 )Shares held by a separate Angela L. Muhleisen GRAT dated 11/29/2022, which reflect an annuity distribution from the trust to Ms. Muhleisen of 8,761 shares on 11/29/2023. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 18 )Shares held by a separate Angela L. Muhleisen GRAT dated 11/29/2022, which reflect an annuity distribution from the trust to Ms. Muhleisen of 7,089 shares on 11/29/2023. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 19 )Shares held by a separate Angela L. Muhleisen GRAT dated 11/29/2022, which reflect an annuity distribution from the trust to Ms. Muhleisen of 2,700 shares on 11/29/2023. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 20 )Shares held by a Dynasty Trust established by Ms. Muhleisen in 2020, of which the adult daughter and the adult son of the reporting persons are the initial beneficiaries. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.
( 21 )Shares held by a Dynasty Trust established by Mr. Muhleisen in 2020, of which the adult daughter and the adult son of the reporting persons are the initial beneficiaries. The reporting persons continue to report beneficial ownership of all the shares held by the trust, but disclaim beneficial ownership of the shares held by the trust except to the extent of each such reporting person's pecuniary interest therein.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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