SEC Form 4 · accession 0001104659-15-069190
2U, Inc. · TWOU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert Cohen
Officer — President and COO
Period of report
Oct 1, 2015
Accepted (ET)
Oct 5, 2015 · 9:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001459417
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2,F3 | Oct 1, 2015 | S | 6,341 | $32.02 | D | 106,659 | I | By Robert L. Cohen 2012 Irrevocable Trust |
| Common StockF4,F3 | Oct 1, 2015 | S | 6,453 | $33.16 | D | 100,206 | I | By Robert L. Cohen 2012 Irrevocable Trust |
| Common StockF5,F3 | Oct 1, 2015 | S | 6,006 | $33.96 | D | 94,200 | I | By Robert L. Cohen 2012 Irrevocable Trust |
| Common StockF6,F3 | Oct 1, 2015 | S | 1,000 | $35.14 | D | 93,200 | I | By Robert L. Cohen 2012 Irrevocable Trust |
| Common StockF3 | Oct 1, 2015 | S | 200 | $35.72 | D | 93,000 | I | By Robert L. Cohen 2012 Irrevocable Trust |
| Common Stock | holding | — | — | — | 333,949 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1These transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by the Robert L. Cohen 2012 Irrevocable Trust on May 12, 2015.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.48 to $32.40, inclusive. The reporting person undertakes to provide to 2U, Inc., any security holder of 2U, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2), (4), (5) and (6) to this Form 4.
- F3These shares are held in a trust for the benefit of the reporting person's spouse and children. The reporting person's spouse is the trustee of the trust. The reporting person disclaims beneficial ownership of these securities.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $32.66 to $33.65, inclusive.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $33.67 to $34.44, inclusive.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.70 to $35.69, inclusive.