X0306 4 2014-06-03 0001258602 NELNET INC NNI 0001276321 REARDON MICHAEL D 121 SOUTH 13TH STREET SUITE 201 LINCOLN NE 68508 1 Class A Common Stock 2014-06-03 4 S 0 8000 40.438 D 20748 D These shares were sold by Michael D. Reardon pursuant to a Rule 10b5-1 Sales Plan (the "Plan") entered into on March 5, 2014, which provided for the sale of shares of the issuer's Class A Common Stock. With the sales of the shares reported herein, the Plan has been completed and no future sales may occur pursuant to the Plan. Rule 10b5-1, promulgated under the Securities Exchange Act of 1934, allows directors of a company who are not in possession of material non-public information to establish pre-arranged plans to buy or sell a specified number of shares of such company's stock. Once a plan is established, the director does not retain or exercise any discretion over sales of stock under the plan and the pre-planned trades may be executed at later dates as set forth in the plan. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.18 to $40.70 inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within such range. Includes 15,672 shares held jointly with Michael D. Reardon's spouse. Exhibit List Exhibit 24 - Power of Attorney /s/ Philip J. Morgan, Attorney-in-Fact for Michael D. Reardon 2014-06-04