SEC Form 4 · accession 0001209191-16-117533
CAPELLA EDUCATION CO · CPLA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen G Shank
Director
Period of report
May 2, 2016
Accepted (ET)
May 4, 2016 · 6:24 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 | May 2, 2016 | M | 1,894 | — | A | 11,726 | I | By Trust |
| Common StockF3,F4,F2 | May 3, 2016 | A | 1,844 | — | A | 13,570 | I | By Trust |
| Common StockF5 | holding | — | — | — | 4,290 | I | By Trust | |
| Common StockF6 | holding | — | — | — | 4,290 | I | By Spouse's Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted stock unitF1 | — | May 2, 2016 | M | 1,894 | D | May 2, 2016 | May 2, 2016 | Common Stock | 1,894 | 0 | D |
Explanation of responses
- F1Each restricted stock unit represented the right to receive, upon vesting, one share of CPLA common stock. 1,894 restricted stock units vested on May 2, 2016 and were settled for an equal number of shares of CPLA common stock.
- F2Shares held by the Stephen G. Shank Revocable Trust.
- F3Represents restricted stock units that will vest in full on May 1, 2017, and will be settled in shares of CPLA common stock on a 1:1 basis at the time the reporting person leaves the board of directors.
- F4Includes 1,844 restricted stock units that will vest and be settled in shares of common stock per footnote 3, and 1,727 deferred stock units that will be settled in shares of common stock on a 1:1 basis at the time the reporting person leaves the board of directors or the company experiences a change-in-control.
- F5Shares held by the Stephen G. Shank Sept. 2013 7-Yr Grantor Retained Annuity Trust.
- F6Shares held by the Judith F. Shank Sept 2013 7-Yr Grantor Retained Annuity Trust.