SEC Form 4 · accession 0001127602-18-000874
LAUREATE EDUCATION, INC. · LAUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Karl D. Salnoske
Officer — Chief Information Officer
Period of report
Dec 31, 2017
Accepted (ET)
Jan 3, 2018 · 8:17 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 | 239 | — | A | 2,286 | D | |
| Class A Common StockF2 | Dec 31, 2017 | M | 554 | — | A | 2,840 | D | |
| Class A Common Stock | Dec 31, 2017 | F | 184 | $13.59 | D | 2,656 | 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 | 358 | D | — | — | Class B Common Stock | 358 | 359 | D |
| Class B Common StockF5,F1 | — | Dec 31, 2017 | M | 358 | A | — | — | Class A Common Stock | 358 | 358 | D |
| Class B Common StockF1,F3 | — | Dec 31, 2017 | F | 119 | D | — | — | Class A Common Stock | 119 | 239 | D |
| Class B Common StockF1 | — | Dec 31, 2017 | C | 239 | D | — | — | Class A Common Stock | 239 | 0 | D |
| Restricted Stock UnitsF6,F2 | — | Dec 31, 2017 | M | 554 | D | — | — | Class A Common Stock | 554 | 1,108 | 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.
- F4As reported in Footnote 10 of the Reporting Person's Form 3 filed on January 31, 2017, each Restricted Stock Unit represents the right to receive one share of Class B Common Stock of the Company.
- F5On May 2, 2016, the Reporting Person was granted 1,075 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 1,662 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.