SEC Form 4 · accession 0001140361-17-025209
Bridgepoint Education Inc · BPI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew S. Clark
Officer — Chief Executive Officer · Director
Period of report
Jun 14, 2017
Accepted (ET)
Jun 15, 2017 · 5:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001305323
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 14, 2017 | M | 54,076 | $0.585 | A | 146,807 | D | |
| Common StockF2 | Jun 14, 2017 | S | 54,076 | $13.8557 | D | 92,731 | D | |
| Common StockF3 | holding | — | — | — | 513,444 | I | By trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $0.585 | Jun 14, 2017 | M | 5,928 | D | — | Nov 27, 2017 | Common Stock | 5,928 | 11,854 | D |
| Stock Option (right to buy)F4 | $0.585 | Jun 14, 2017 | M | 10,015 | D | — | Nov 27, 2017 | Common Stock | 10,015 | 20,030 | D |
| Stock Option (right to buy)F4 | $0.585 | Jun 14, 2017 | M | 38,133 | D | — | Nov 27, 2017 | Common Stock | 38,133 | 76,266 | D |
Explanation of responses
- F1The sale of shares reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan entered into by the reporting person.
- F2Represents the weighted average share price of an aggregate total of 54,076 shares sold in the price range of $13.63 to $14.24 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
- F3Shares held indirectly by the reporting person in the name of the Clark Family Trust, dated July 8, 1998, of which the reporting person is a trustee and in which the reporting person has a pecuniary interest.
- F4This option vested and became exercisable as follows: (i) 25% of the option vested on the first anniversary of the vesting commencement date, (ii) an additional 2% of the option vested on each monthly anniversary of the vesting commencement date for the thirty-three months following the first anniversary of the vesting commencement date and (iii) an additional 3% of the option vested on each of the 46th, 47th and 48th monthly anniversaries of the vesting commencement date. The vesting commencement date for this option is November 27, 2007. This option became 100% vested and exercisable on November 27, 2011.