SEC Form 4 · accession 0001127602-18-000866
LAUREATE EDUCATION, INC. · LAUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert W Zentz
Officer — Sr. VP
Period of report
Dec 31, 2017
Accepted (ET)
Jan 3, 2018 · 7:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912766
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Dec 31, 2017 | C | 934 | — | A | 43,010 | D | |
| Class A Common StockF2 | Dec 31, 2017 | M | 2,114 | — | A | 45,124 | D | |
| Class A Common Stock | Dec 31, 2017 | F | 686 | $13.59 | D | 44,438 | 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 UnitsF5,F4 | — | Dec 31, 2017 | M | 1,383 | D | — | — | Class B Common Stock | 1,383 | 1,386 | D |
| Class B Common StockF5,F1 | — | Dec 31, 2017 | M | 1,383 | A | — | — | Class A Common Stock | 1,383 | 1,383 | D |
| Class B Common StockF1,F3 | — | Dec 31, 2017 | F | 449 | D | — | — | Class A Common Stock | 449 | 934 | D |
| Class B Common StockF1 | — | Dec 31, 2017 | C | 934 | D | — | — | Class A Common Stock | 934 | 0 | D |
| Restricted Stock UnitsF6,F2 | — | Dec 31, 2017 | M | 2,114 | D | — | — | Class A Common Stock | 2,114 | 4,228 | D |
Explanation of responses
- F1Each share of Class B common stock of Laureate Education, Inc. (the "Company") is convertible into one share of Class A common stock of the Company upon the election of the holder or upon transfer, subject to the terms of the Company's Amended and Restated Certificate of Incorporation.
- F2As reported in Footnote 1 of the Reporting Person's Form 4 filed on June 17, 2017, each Restricted Stock Unit represents the right to receive one share of Class A common stock of the Company subject to the Reporting Person's continued employment by the Company.
- F3Shares withheld from Restricted Stock Unit vestings in satisfaction of tax obligations based on closing price of $13.59 on December 28, 2017 of the Company's Class A common stock as traded on the NASDAQ stock exchange.
- F4Each Restricted Stock Unit ("RSU") represents the right to receive one share of Class B Common Stock.
- F5On May 2, 2016, the Reporting Person was granted 4,152 Restricted Stock Units (which vest as Class B shares of common stock) vesting in one-third annual installments on December 31, 2016, December 31, 2017, and December 31, 2018, subject to the Reporting Person's continued employment by the Company.
- F6On June 14, 2017, the Reporting Person was granted 6,342 Restricted Stock Units (which vest as Class A shares of common stock) vesting in one-third annual installments on December 31, 2017, December 31, 2018 and December 31, 2019, subject to the Reporting Person's continued employment by the Company.