SC 13D/A

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D/A

(Rule 13d-101)

Under the Securities Exchange Act of 1934

(Amendment No. 2)

National Research Corporation

__________________________________________________________________________________

(Name of Issuer)

Common Stock, $.001 par value

__________________________________________________________________________________

(Title of Class of Securities)

637372202

__________________________________________________________________________________

(CUSIP Number)

Patrick E. Beans

709 Pier 2

Lincoln, NE 68528

402-440-2768

__________________________________________________________________________________

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

March 11, 2021

__________________________________________________________________________________

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [  ]

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act (however, see the Notes).

CUSIP NO.:  637372202

1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Patrick E. Beans, as the Special Holdings Direction Adviser under the K/I/E Trust Under Agreement 10/24/18
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) [   ] (b) [   ]
3.	SEC USE ONLY
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [   ]
6.	Citizenship or Place of Organization United States of America
Number of Shares Beneficially Owned by Each Reporting Person with		7.	Sole Voting Power 0
		8.	Shared Voting Power 0
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 0
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [    ]
13.	Percent of Class Represented by Amount in Row (11) 0.0%(1)
14.	Type of Reporting Person (See Instructions) IN

(1) The percentage indicated is based upon 25,420,408 shares of common stock outstanding as of February 26, 2021, as reported in the Issuer's Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 5, 2021.

CUSIP NO.:  637372202

1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) K/I/E Trust Under Agreement 10/24/18
2.	Check the Appropriate Box if a Member of a Group (See Instructions) (a) [   ] (b) [   ]
3.	SEC USE ONLY
4.	Source of Funds (See Instructions) OO
5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) [   ]
6.	Citizenship or Place of Organization Delaware
Number of Shares Beneficially Owned by Each Reporting Person with		7.	Sole Voting Power 0
		8.	Shared Voting Power 0
		9.	Sole Dispositive Power 0
		10.	Shared Dispositive Power 0
11.	Aggregate Amount Beneficially Owned by Each Reporting Person 0
12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [    ]
13.	Percent of Class Represented by Amount in Row (11) 0.0%(1)
14.	Type of Reporting Person (See Instructions) OO

(1) The percentage indicated is based upon 25,420,408 shares of common stock outstanding as of February 26, 2021, as reported in the Issuer's Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on March 5, 2021.

CUSIP NO.:  637372202

Item 1. Security and Issuer.

This Amendment No. 2 to Schedule 13D, which relates to shares of the Common Stock, par value $.001 per share (the “Common Stock”), of National Research Corporation, a Wisconsin corporation (the “Issuer”), is being filed on behalf of Patrick E. Beans, as Special Holdings Direction Adviser under the K/I/E Trust Under Agreement 10/24/18, and the K/I/E Trust Under Agreement 10/24/18 to amend the Reporting Persons’ Schedule 13D, as amended (the “Schedule 13D”), originally filed on June 14, 2013.  Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meanings as set for in the Schedule 13D.  The address of the principal executive offices of the Issuer is 1245 “Q” Street, Lincoln, Nebraska 68508.  The Reporting Persons have ceased to be the beneficial owners of five percent (5%) or more of the outstanding Common Stock. This Amendment represents the final amendment and constitutes an exit filing for the Reporting Persons.

Item 2. Identity and Background.

(a) This Schedule 13D is being filed jointly by the parties identified below.

(i) Patrick E. Beans, as Special Holdings Direction Adviser of the K/I/E Trust Under Agreement 10/24/18 (the “Adviser”)

(ii) K/I/E Trust Under Agreement 10/24/18 (the “Trust”)

Each of the foregoing is referred to as a “Reporting Person” and, collectively, as the “Reporting Persons.” Each of the Reporting Persons is a party to that certain Joint Filing Agreement attached hereto as Exhibit 99.1.

(b) The principal business address of the Adviser is 709 Pier 2, Lincoln, NE 68528. The principal business address of the Trust is c/o Bessemer Trust Company of Delaware, N.A., as Trustee, 1007 N. Orange St. Suite 1450, Wilmington, DE 19801.

(c) The principal occupation of the Adviser is a financial manager.

(d)           None of the Reporting Persons described herein has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)           None of the Reporting Persons described herein has, during the last five years, been party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws.

(f)           The Adviser is a citizen of the United States of America. The Trust is governed by the laws of the state of Delaware.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Original Statement is hereby amended and supplemented by adding the following information:

(a)Set forth below is the aggregate number and percentage of outstanding shares of Common Stock owned beneficially by each Reporting Person named in Item 2 (based on 25,420,408 shares of Common Stock outstanding as of February 26, 2021):

Name	Shares of Common Stock Beneficially Owned	Percentage of Shares of Common Stock Beneficially Owned
Trust and Adviser	Common Stock – 0	0.0%

The Adviser is the Special Holdings Direction Adviser under the Trust and may be deemed to have sole voting and dispositive power with regard to the shares of Common Stock held by the Trust.

(c)The following transactions have occurred since the most recent filing of an amendment to Schedule 13D by the Reporting Persons:

Name	Trade Date	Number of Shares Sold	Price Per Share	Where and How Transaction was Effected
Trust and Adviser	3/11/2021	4,751,522	$51.00	Private sale

(e)As a result of the transactions described herein, the Reporting Persons ceased to be the beneficial owners of more than five percent (5%) of the outstanding Common Stock on March 11, 2021.  The filing of this Amendment represents the final amendment to the Schedule 13D and constitutes an exit filing for the Reporting Persons.

Item 7. Material to be Filed as Exhibits.

Exhibit 99.1	Joint Filing Agreement, dated March 15, 2021, by and between Patrick E. Beans, as Special Holdings Direction Adviser of the K/I/E Trust Under Agreement 10/24/18, and K/I/E Trust Under Agreement 10/24/18.
Exhibit 99.2	Power of Attorney of Patrick E. Beans, as Special Holdings Direction Adviser, and K/I/E Trust Under Agreement 10/24/18

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.

Patrick E. Beans, as the Special Holdings Direction Adviser under K/I/E Trust Under Agreement 10/24/18

/s/ Patrick E. Beans, as the Special Holdings Direction Adviser under K/I/E Trust Under Agreement 10/24/18, by Christopher Kortum, attorney-in-fact, pursuant to a Power of Attorney filed herewith

K/I/E Trust Under Agreement 10/24/18, by Patrick E. Beans, as the Special Holdings Direction Adviser

/s/ Patrick E. Beans, as Special Holdings Direction Adviser, by Christopher Kortum, attorney-in-fact, pursuant to a Power of Attorney filed herewith

Dated: March 15, 2021

EX-99.1

Exhibit 99.1

JOINT FILING AGREEMENT

The undersigned hereby agree that the Statement on Schedule 13D, with respect to the shares of Common Stock, par value $.001 per share, of National Research Corporation, and any further amendments thereto executed by each and any of us shall be filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, and further agree that this Joint Filing Agreement be included as an exhibit to such joint filing.

This Agreement may be executed simultaneously in any number of counterparts, all of which together shall constitute one and the same instrument.

Date: March 15, 2021

/s/ Patrick E. Beans

Patrick E. Beans, as the Special Holdings Direction Adviser

K/I/E TRUST UNDER AGREEMENT 10/24/18

/s/ Patrick E. Beans

Patrick E. Beans, as Trustee

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EX-99.2

Exhibit 99.2

POWER OF ATTORNEY

Know all by these presents that the undersigned hereby constitute and appoint each of Mark A. Scudder, Heidi Hornung-Scherr, and Christopher Kortum, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned's capacity as a stockholder of National Research Corporation (the "Company"), Schedules 13D and 13G in accordance with Section 13 of the Securities Exchange Act of 1934 and the rules thereunder;

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Schedule 13D or 13G, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's sole discretion.

The undersigned hereby grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company or Scudder Law Firm, P.C., L.L.O. assuming, any of the undersigned's responsibilities to comply with Section 13 of the Securities Exchange Act of 1934.

In consideration of the attorneys-in-fact acting on the undersigned's behalf pursuant to this Power of Attorney, the undersigned hereby agree to indemnify and hold harmless each attorney-in-fact, each substitute attorney-in-fact, and each of their respective heirs, executors, legal representatives, successors, and assigns from and against the entirety of any and all losses, claims, causes of action, damages, fines, defense costs, amounts paid in settlement, liabilities, and expenses, including reasonable attorneys' fees and expenses (collectively, "Losses"), relating to or arising out of the exercise of this Power of Attorney by any such attorney-in-fact or substitute attorney-in-fact, and will reimburse each such indemnified person for all Losses as they are incurred by such indemnified person in connection with any pending or threatened claim, action, suit, proceeding, or investigation with which such indemnified person is or is threatened to be made a party. The undersigned will not, however, be responsible for any Losses that are finally determined by a court of competent jurisdiction to have resulted solely from an attorney-in-fact's or substitute attorney-in-fact's bad faith or willful misconduct.

This Power of Attorney shall remain in full force and effect until the undersigned are no longer required to file Schedules 13D and 13G with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned have caused this Power of Attorney to be executed as of this 15^th  day of March 2021.

K/I/E Trust Under Agreement 10/24/18
By:	/s/ Patrick E. Beans
	Patrick E. Beans, as Special Holdings Direction Adviser
	/s/ Patrick E. Beans
	Patrick E. Beans, as Special Holdings Direction Adviser

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