SEC Form 4 · accession 0001181431-15-006532
CAPELLA EDUCATION CO · CPLA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey W Taylor
Director
Period of report
May 1, 2015
Accepted (ET)
May 5, 2015 · 7:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001104349
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stockF1,F2,F3 | May 1, 2015 | M | 1,727 | — | A | 15,106 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted stock unitF4 | — | May 1, 2015 | M | 1,727 | D | May 1, 2015 | May 1, 2015 | Common stock | 1,727 | 0 | D |
| Restricted stock unitF5 | — | May 5, 2015 | M | 1,894 | A | — | — | Common stock | 1,894 | 1,894 | D |
Explanation of responses
- F1Represents 1,727 deferred stock units the reporting person elected to receive upon the vesting of 1,727 restricted stock units on May 1, 2015. Deferred stock units may be settled only in shares of common stock on a 1:1 basis at the time the reporting person leaves the board or the company experiences a change-in-control.
- F2Each deferred stock unit is the economic equivalent of one share of CPLA common stock and was received in settlement of a vested restricted stock unit.
- F3Includes 1,727 deferred stock units which will be settled in shares of common stock per footnote 1.
- F4Each restricted stock unit represented the right to receive, upon vesting, one share of CPLA common stock or, at the election of the reporting person, one deferred stock unit.
- F5Restricted stock units vest after a one-year cliff vesting period, effective May 1, 2016. Vested shares will be settled only in shares of CPLA common stock on a 1:1 basis delivered to the reporting person at the time reporting person leaves the board or the company experiences a change-in-control.
Remarks
Taylor POA 050415 Attached