X0306 4 2017-06-23 0001258602 NELNET INC NNI 0001269787 ABEL JAMES P 121 SOUTH 13TH STREET SUITE 100 LINCOLN NE 68508 1 Class A Common Stock 10225 D Class A Common Stock 500 I By spouse Phantom Stock 2017-06-23 4 A 0 2665 39.40 A Class A Common Stock 2665 50059 D 1-for-1. 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 at 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 at 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 at the time of termination of the reporting person's service on the issuer's Board, as elected by the reporting person. Includes a total of 578 shares acquired since June 28, 2016 pursuant to the dividend reinvestment feature of the issuer's Directors Stock Compensation Plan. Exhibit List: Exhibit 24 - Power of Attorney /s/ Audra Hoffschneider, Attorney-in-Fact for James P. Abel 2017-06-27