CHGG

SEC source: 0001364954-20-000197 · wf-form4_160098865834398.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,027,134

F1 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2020.

F2 · price: This transaction was executed in multiple trades at prices ranging from $65.10 to $67.99; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000189 · wf-form4_159917690151100.xml · nonDerivative · entry 3

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 157,073

F3 · kind: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 12, 2020.

F4 · price: This transaction was executed in multiple trades at prices ranging from $72.44 to $76.10; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000188 · wf-form4_159917688437190.xml · nonDerivative · entry 3

FILLMORE JOHN PAUL · CIK 0001760781 · CHIEF STRATEGY OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 135,752

F3 · kind: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2020.

SEC source: 0001364954-20-000190 · wf-form4_159917692162104.xml · nonDerivative · entry 2

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,055,134

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000190 · wf-form4_159917692162104.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,058,457

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000187 · wf-form4_159917686571243.xml · nonDerivative · entry 2

BROWN ANDREW J · CIK 0001226866 · CHIEF FINANCIAL OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 143,773

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

F3 · balance_after: The reporting person contributed 3,774 shares of CHGG common stock to the Andy and Pam Brown Family Trust on September 1, 2020, in a transaction that resulted in a change in form of beneficial ownership from direct to indirect.

SEC source: 0001364954-20-000187 · wf-form4_159917686571243.xml · nonDerivative · entry 1

BROWN ANDREW J · CIK 0001226866 · CHIEF FINANCIAL OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 149,081

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000192 · wf-form4_159917696589050.xml · nonDerivative · entry 1

TOMASELLO ROBIN · CIK 0001608511 · VP, CORPORATE CONTROLLER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 87,394

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000191 · wf-form4_159917694365969.xml · nonDerivative · entry 2

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 229,890

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000191 · wf-form4_159917694365969.xml · nonDerivative · entry 1

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 231,424

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000189 · wf-form4_159917690151100.xml · nonDerivative · entry 2

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 159,336

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000189 · wf-form4_159917690151100.xml · nonDerivative · entry 1

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 160,257

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000188 · wf-form4_159917688437190.xml · nonDerivative · entry 2

FILLMORE JOHN PAUL · CIK 0001760781 · CHIEF STRATEGY OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 137,073

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000188 · wf-form4_159917688437190.xml · nonDerivative · entry 1

FILLMORE JOHN PAUL · CIK 0001760781 · CHIEF STRATEGY OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 138,147

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000176 · wf-form4_159675392883688.xml · nonDerivative · entry 1

LEBLANC PAUL · CIK 0001770731 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,460

SEC source: 0001364954-20-000178 · wf-form4_159684072170346.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,063,179

F1 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2020.

F2 · price: This transaction was executed in multiple trades at prices ranging from $83.61 to $85.57; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000174 · wf-form4_159657903668134.xml · derivative · entry 3

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 82,458

Underlying: Common Stock · 82,459 shares

Expires 2023-11-11

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

F3 · derivative.exercise_date: The stock option grant is fully vested.

SEC source: 0001364954-20-000174 · wf-form4_159657903668134.xml · nonDerivative · entry 2

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,603

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

F2 · price: This transaction was executed in multiple trades at prices ranging from $80.00 to $80.95; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000174 · wf-form4_159657903668134.xml · nonDerivative · entry 1

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 316,062

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

SEC source: 0001364954-20-000167 · wf-form4_159416234507200.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,091,179

F1 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2020.

F2 · price: This transaction was executed in multiple trades at prices ranging from $69.645 to $71.79; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · derivative · entry 6

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 40,781

Underlying: Common Stock · 583 shares

Expires 2025-06-03

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

F4 · derivative.exercise_date: The stock option grant is fully vested.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · derivative · entry 5

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 9,417 shares

Expires 2024-06-29

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

F4 · derivative.exercise_date: The stock option grant is fully vested.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · nonDerivative · entry 4

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,792

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

F3 · price: This transaction was executed in multiple trades at prices ranging from $66.37 to $68.87; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · nonDerivative · entry 3

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,375

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · nonDerivative · entry 2

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,792

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

F2 · price: This transaction was executed in multiple trades at prices ranging from $66.46 to $68.84; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000165 · wf-form4_159373128964228.xml · nonDerivative · entry 1

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,209

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 6, 2019.

SEC source: 0001364954-20-000163 · wf-form4_159364097319932.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,119,179

F1 · kind: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 21, 2020.

F2 · price: This transaction was executed in multiple trades at prices ranging from $64.00 to $65.80; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000161 · wf-form4_159303195894049.xml · derivative · entry 3

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 164,917

Underlying: Common Stock · 35,083 shares

Expires 2023-11-11

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

F3 · derivative.exercise_date: The stock option grant is fully vested.

SEC source: 0001364954-20-000161 · wf-form4_159303195894049.xml · nonDerivative · entry 2

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,603

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

F2 · price: This transaction was executed in multiple trades at prices ranging from $70.00 to $70.42; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000161 · wf-form4_159303195894049.xml · nonDerivative · entry 1

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 268,686

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The exercise of options and sale of the resultant shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 12, 2019.

SEC source: 0001364954-20-000140 · wf-form4_159123434182707.xml · nonDerivative · entry 4

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 161,564

F4 · kind: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 12, 2020.

F5 · price: This transaction was executed in multiple trades at prices ranging from $60.58 to $62.30; the price reported above reflects the weighted average sale price. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares and prices at which the transactions were effected.

SEC source: 0001364954-20-000139 · wf-form4_159123432054838.xml · nonDerivative · entry 3

FILLMORE JOHN PAUL · CIK 0001760781 · CHIEF STRATEGY OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 139,672

F3 · kind: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 13, 2020.

SEC source: 0001364954-20-000158 · wf-form4_159139135920664.xml · nonDerivative · entry 1

WHELAN MELANIE ANYA · CIK 0001777980 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,239

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000153 · wf-form4_159139123459543.xml · nonDerivative · entry 1

BUDIG RENEE VARNI · CIK 0001658725 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,772

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000157 · wf-form4_159139133218451.xml · nonDerivative · entry 1

SCHLEIN TED · CIK 0001242733 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 187,118

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000156 · wf-form4_159139130728781.xml · nonDerivative · entry 2

SARNOFF RICHARD · CIK 0001236133 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 65,779

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000156 · wf-form4_159139130728781.xml · nonDerivative · entry 1

SARNOFF RICHARD · CIK 0001236133 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 63,337

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000155 · wf-form4_159139128021736.xml · nonDerivative · entry 1

Levine Marne L. · CIK 0001586643 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 8,578

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000159 · wf-form4_159139138222865.xml · nonDerivative · entry 1

York John E. · CIK 0001586638 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,792

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000154 · wf-form4_159139125715750.xml · nonDerivative · entry 1

LEBLANC PAUL · CIK 0001770731 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,271

F1 · shares: Represents an award of restricted stock units ("RSU", and each a "RSU"). Each RSU represents a contingent right to receive one share of common stock of the Issuer upon vesting.

SEC source: 0001364954-20-000141 · wf-form4_159123436282899.xml · nonDerivative · entry 2

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,147,179

F3 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000141 · wf-form4_159123436282899.xml · nonDerivative · entry 1

ROSENSWEIG DANIEL · CIK 0001234658 · Director · PRESIDENT, CEO & CO-CHAIRMAN

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 2,150,501

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

F2 · balance_after: Includes 677 shares acquired under the Issuer's 2013 Employee Stock Purchase Plan on May 15, 2020.

SEC source: 0001364954-20-000138 · wf-form4_159123429916876.xml · nonDerivative · entry 3

BROWN ANDREW J · CIK 0001226866 · CHIEF FINANCIAL OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 151,260

F3 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

F4 · balance_after: The reporting person contributed 3,773 shares of CHGG common stock to the Andy and Pam Brown Family Trust on June 1, 2020, in a transaction that resulted in a change in form of beneficial ownership from direct to indirect.

SEC source: 0001364954-20-000138 · wf-form4_159123429916876.xml · nonDerivative · entry 2

BROWN ANDREW J · CIK 0001226866 · CHIEF FINANCIAL OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 154,352

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000143 · wf-form4_159123440749151.xml · nonDerivative · entry 1

TOMASELLO ROBIN · CIK 0001608511 · VP, CORPORATE CONTROLLER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 87,983

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

F2 · balance_after: Includes 417 shares acquired under the Issuer's 2013 Employee Stock Purchase Plan on May 15, 2020.

SEC source: 0001364954-20-000142 · wf-form4_159123438437319.xml · nonDerivative · entry 2

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 233,603

F3 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000142 · wf-form4_159123438437319.xml · nonDerivative · entry 1

Schultz Nathan J. · CIK 0001586632 · PRESIDENT OF LEARNING SERVICES

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 235,137

F1 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

F2 · balance_after: Includes 486 shares acquired under the Issuer's 2013 Employee Stock Purchase Plan on May 15, 2020.

SEC source: 0001364954-20-000140 · wf-form4_159123434182707.xml · nonDerivative · entry 3

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 163,827

F3 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000140 · wf-form4_159123434182707.xml · nonDerivative · entry 2

Lem Esther · CIK 0001587559 · CHIEF MARKETING OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 164,747

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the 2019 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of the 2019 PSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.

SEC source: 0001364954-20-000139 · wf-form4_159123432054838.xml · nonDerivative · entry 2

FILLMORE JOHN PAUL · CIK 0001760781 · CHIEF STRATEGY OFFICER

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 140,993

F2 · kind: Exempt transaction pursuant to Section 16b-3(e) payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were automatically withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs. The Reporting Person did not sell any of the shares reported on this Form 4 item; such shares were cancelled by the Issuer in accordance with the foregoing.