SEC Form 4 · accession 0001209191-17-021045
PERDOCEO EDUCATION Corp · PRDO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey David Ayers
Officer — SVP, General Counsel
Period of report
Mar 14, 2017
Accepted (ET)
Mar 16, 2017 · 2:20 pm EDT
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 | Mar 14, 2017 | F | 1,992 | $7.95 | D | 146,123 | D | |
| Common StockF1 | Mar 14, 2017 | F | 946 | $7.95 | D | 145,177 | D | |
| Common StockF1 | Mar 14, 2017 | F | 2,064 | $7.95 | D | 143,113 | D | |
| Common StockF2 | Mar 14, 2017 | M | 10,666 | — | A | 154,779 | D | |
| Common Stock | Mar 14, 2017 | D | 10,666 | $7.95 | D | 143,113 | D | |
| Common StockF2 | Mar 14, 2017 | M | 2,069 | — | A | 145,182 | D | |
| Common Stock | Mar 14, 2017 | D | 2,069 | $7.95 | D | 143,113 | D | |
| Common StockF2 | Mar 14, 2017 | M | 4,515 | — | A | 147,628 | D | |
| Common Stock | Mar 14, 2017 | D | 4,515 | $7.95 | D | 143,113 | D | |
| Common StockF1,F3 | Mar 14, 2017 | F | 5,548 | $7.95 | D | 137,565 | 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 RSUF2 | — | Mar 14, 2017 | M | 10,666 | D | Mar 14, 2017 | Mar 14, 2017 | Common Stock | 10,666 | 0 | D |
| Cash-Settled RSUF2,F4 | — | Mar 14, 2017 | M | 2,069 | D | — | Mar 14, 2019 | Common Stock | 2,069 | 4,138 | D |
| Cash-Settled RSUF2,F5 | — | Mar 14, 2017 | M | 4,515 | D | — | Mar 14, 2020 | Common Stock | 4,515 | 13,545 | D |
Explanation of responses
- F1Reflects shares of common stock surrendered to the Company to satisfy tax withholding obligations in connection with the vesting of restricted stock or stock units.
- F2Each cash-settled RSU is the economic equivalent of one share of Issuer's common stock.
- F3Includes 87,957 restricted stock units granted pursuant to the Career Education Corporation 2008 or 2016 Incentive Compensation Plans, with each unit representing the contingent right to receive one share of Issuer's common stock.
- F4The remaining cash-settled RSUs vest in two additional installments on March 14, 2018 and 2019.
- F5The remaining cash-settled RSUs vest in three equal installments on March 14, 2018, 2019 and 2020.