SEC Form 4 · accession 0001140361-18-016558
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
Mar 29, 2018
Accepted (ET)
Apr 2, 2018 · 7:48 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 StockF1 | Mar 29, 2018 | M | 51,679 | $0.00 | A | 144,410 | D | |
| Common Stock | Mar 29, 2018 | F | 17,873 | $6.74 | D | 126,537 | D | |
| Common StockF2 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF3,F4 | — | Mar 29, 2018 | A | 125,860 | A | — | — | Common Stock | 125,860 | 125,860 | D |
| Restricted Stock UnitF3,F5 | — | Mar 29, 2018 | M | 14,900 | D | — | — | Common Stock | 14,900 | 0 | D |
| Restricted Stock UnitF3,F6 | — | Mar 29, 2018 | M | 12,754 | D | — | — | Common Stock | 12,754 | 12,754 | D |
| Restricted Stock UnitF3,F7 | — | Mar 29, 2018 | M | 11,915 | D | — | — | Common Stock | 11,915 | 23,830 | D |
| Restricted Stock UnitF3,F8 | — | Mar 29, 2018 | M | 12,110 | D | — | — | Common Stock | 12,110 | 36,330 | D |
Explanation of responses
- F1On March 29, 2018, 51,679 of the reporting person's restricted stock units were settled for an equal number of shares of the issuer's common stock.
- F2Shares 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.
- F3Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
- F4Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2018.
- F5Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2014.
- F6Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2015.
- F7Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2016.
- F8Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2017.