PACE SEC filings, in plain English
Everything TPG Pace Tech Opportunities Corp. has filed with the SEC that we hold — 40 filings, newest first, 9 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Nerdy Inc. filed an 8-K on August 21, 2026, reporting that Chief Operating Officer John Paszterko was notified on August 20, 2026, of the Company’s decision to end his service effective immediately. Why it matters: Investors should note this executive departure as a change in senior management leadership for the post-merger entity, though no stated reason or successor appointment is provided in this filing.
What changed: Nerdy Inc. reported that at a special meeting on August 13, 2026 stockholders approved authority for the board to effect a reverse stock split at a ratio between 1-for-5 and 1-for-15, by 148,505,852 votes for, 3,646,654 against and 182,251 abstaining out of 190,772,334 shares outstanding on the July 9, 2026 record date. Following the meeting the board approved a 1-for-15 reverse split of both Class A and Class B common stock, and on August 14, 2026 the company filed a certificate of amendment in Delaware; the split becomes effective at 12:01 a.m. Eastern Time on August 19, 2026. Why it matters: The board took the top of the approved range, so the split is the maximum authorized rather than the minimum, and it is already filed with an effective time three business days out. The company states the purpose in terms of NYSE continued-listing compliance, which is a price test the split addresses arithmetically and not an operating change.
What changed: Nerdy Inc. (NYSE: NRDY) filed its 10-Q for the quarter ended June 30, 2026, with 127,879,473 Class A and 63,730,417 Class B shares outstanding as of July 31, 2026. Revenue was $43,231 thousand against $45,263 thousand a year earlier and $91,966 thousand for the six months against $92,858 thousand, while cost of revenue fell to $15,247 thousand from $17,421 thousand, lifting gross profit slightly to $27,984 thousand. Why it matters: Revenue fell 4% while the operating loss halved, so the improvement came from a $6.7 million cut in operating expense, not from growth. Deferred revenue fell $8.2 million in six months, which is a leading indicator running the other way, and the cash burn of $6.5 million sits against $38.4 million of cash and $19.6 million of long-term debt.
What changed: Nerdy Inc. (NYSE: NRDY) reported under Item 2.05 that on July 31, 2026 it committed to a plan to wind down its Varsity Tutors for Schools offering and business line in order to focus on its core Consumer business. Why it matters: The institutional business is being closed rather than sold, so the revenue it carried disappears with it and about half the exit cost is a non-cash write-off of assets built for it. The company states the charges land in the third quarter and are excluded from the non-GAAP measures it guides on.
What changed: Nerdy Inc. (NYSE: NRDY) furnished its second quarter 2026 shareholder letter. Total revenue was $43.3 million, within the guidance range of $42 to $44 million and down 4% from $45.3 million, of which Consumer was $36.5 million or 84%. Gross margin expanded 320 basis points to 64.7%, the net loss improved to $6.9 million from $12.0 million, and the non-GAAP adjusted EBITDA loss narrowed 68% to $0.9 million from $2.7 million. Why it matters: The $12 to $15 million reduction in full-year revenue guidance is the institutional and UK businesses being removed, not a change in the consumer outlook, and the adjusted EBITDA outlook is stated excluding the exit costs disclosed separately. Members are still declining, so the margin and cost improvements are what close the loss, and the third quarter is guided materially worse on seasonality.
What changed: Nerdy Inc. filed a supplement to the definitive proxy statement it filed on July 13, 2026 relating to the special meeting to be held virtually on August 13, 2026, at which stockholders vote on the reverse stock split of the Class A common stock. The supplement is dated July 15 and no filing fee is required. The explanatory note states it supplements rather than replaces the proxy statement, which remains the operative document for the meeting. Why it matters: A supplement issued two days after a definitive proxy on a single-item ballot points to a correction or an added disclosure on the reverse split itself, which is the only matter before the meeting. That vote is the company's route back into NYSE compliance after its March 2026 notice, so anything altering the disclosure around the ratio or its effects goes directly to what former PACE holders are approving. The supplement should be read alongside, not instead of, the July 13 proxy statement.
What changed: Nerdy Inc. appointed Kyle Callaway, 42, as Chief Accounting Officer effective July 10, 2026. He has been Controller since January 2021, was promoted to Vice President in 2022, and led the company's accounting and reporting through its going-public process. He reports to Chief Financial Officer Atul Bagga. He was previously Senior Director of Technical Accounting and Reporting at Post Holdings from November 2017 to January 2021 and spent ten years at PricewaterhouseCoopers. No arrangements, family relationships or Item 404(a) transactions are disclosed. Why it matters: An internal promotion of the person who already ran the accounting function through the de-SPAC process is continuity rather than change, which matters at a company simultaneously asking stockholders to approve a reverse stock split to cure an NYSE price deficiency. No trust, redemption or deadline is affected. The appointment does confirm the finance organisation is stable while the listing question is resolved, which is more than several of its cohort peers can say.
What changed: Nerdy Inc., the successor to TPG Pace Tech Opportunities, called a SPECIAL meeting for 13 August 2026 at 9:30 a.m. Eastern, virtual only, record date 9 July 2026, with 127,041,917 shares outstanding and entitled to vote. The notice states that no business other than the single proposal may be conducted: amendments to the certificate of incorporation to effect a reverse stock split of the Class A common stock. Why it matters: A special meeting called for one purpose, with the notice expressly barring any other business, is a board treating the split as urgent rather than routine — the usual driver being a Nasdaq or NYSE minimum-bid deficiency. On a 127.0 million share count that also fixes the arithmetic of the post-split float. For TPG Pace's track record this is the outcome line: the vehicle closed, and the successor is now consolidating its shares.
What changed: Nerdy Inc. filed the preliminary proxy for a virtual-only special meeting on August 13, 2026 at 9:30 a.m. ET, with a July 9, 2026 record date, whose sole purpose is to approve charter amendments effecting a reverse stock split of the Class A common stock. No other business may be conducted. On March 5, 2026 the company received an NYSE letter saying it was not in compliance with Rule 802.01C because the minimum average closing price of its Class A stock had fallen below the threshold. Share counts are blank in this preliminary version. Why it matters: This is the preliminary version of the proxy filed definitively on July 13, 2026, where the share counts were completed at 127,041,917 Class A and 63,730,417 Class B. The substance is unchanged: a single-item ballot to cure an NYSE minimum average price deficiency, with no alternative proposal offered. For former PACE holders the meeting is effectively a vote on whether the listing survives, since the exchange's cure period for a price deficiency is finite and a split is the only mechanical remedy.
sponsor loans outstandingnothing moved · 1 with no prior record of ours
- Sponsor loans outstanding
- $20Knot matched in this filing
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In plain English
Redemption deadlinethe last day to hand shares back for cash
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Cash in trust / trust per sharethe cash the company is holding for each public share
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Accession numberthe SEC's unique id for one filing
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