SEC Form 4 · accession 0001209191-16-107050
PERDOCEO EDUCATION Corp · PRDO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd S Nelson
Officer — President & CEO · Director
Period of report
Mar 7, 2016
Accepted (ET)
Mar 8, 2016 · 5:11 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001046568
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 7, 2016 | A | 76,044 | $0.00 | A | 135,568 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Cash-Settled RSUF3,F4 | — | Mar 7, 2016 | A | 76,044 | A | — | Mar 14, 2020 | Common Stock | 76,044 | 76,044 | D |
| Non-Qualified Stock Option (right to buy)F5 | $4.49 | Mar 7, 2016 | A | 423,608 | A | — | Mar 7, 2026 | Common Stock | 423,608 | 423,608 | D |
Explanation of responses
- F1Restricted stock units granted pursuant to the Career Education Corporation 2008 Incentive Compensation Plan, with each unit representing the contingent right to receive one share of Issuer's common stock. The units shall vest in four equal installments on each of March 14, 2017, 2018, 2019 and 2020, subject to the achievement of certain performance criteria.
- F2Includes 135,568 restricted stock units granted pursuant to the Career Education Corporation 2008 Incentive Compensation Plan, with each unit representing the contingent right to receive one share of Issuer's common stock.
- F3Each cash-settled RSU is the economic equivalent of one share of Issuer's common stock.
- F4This grant of cash-settled RSUs was approved by the Compensation Committee of Issuer's Board of Directors on March 7, 2016 pursuant to the Career Education Corporation 2008 Incentive Compensation Plan. The cash-settled RSUs shall vest in four equal installments on each of March 14, 2017, 2018, 2019 and 2020, subject to the achievement of certain performance criteria.
- F5Exercisable in four equal installments on each of March 14, 2017, 2018, 2019 and 2020.