SEC Form 4 · accession 0001127602-18-017687
LAUREATE EDUCATION, INC. · LAUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Eilif Serck-Hanssen
Officer — Chief Executive Officer · Director
Period of report
May 14, 2018
Accepted (ET)
May 16, 2018 · 4:30 pm EDT
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 Stock | May 14, 2018 | C | 10,611 | $0.00 | A | 83,015 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F2 | $0.00 | May 14, 2018 | M | 20,380 | A | — | — | Class A Common Stock | 20,380 | 72,698 | D |
| Restricted Stock UnitsF3,F2 | — | May 14, 2018 | M | 20,380 | D | May 14, 2018 | — | Class B Common Stock | 20,380 | 0 | D |
| Class B Common StockF1,F4 | $0.00 | May 14, 2018 | F | 9,769 | D | — | — | Class A Common Stock | 9,769 | 62,929 | D |
| Class B Common StockF1 | $0.00 | May 14, 2018 | C | 10,611 | D | — | — | Class A Common Stock | 10,611 | 52,318 | D |
Explanation of responses
- F1Each share of Class B common stock ("Class B Common Stock") of Laureate Education, Inc. (the "Company") is convertible into one share of Class A common stock of the Company ("Class A Common Stock") upon the election of the holder or upon transfer, subject to the terms of the Company's Amended and Restated Certificate of Incorporation.
- F2As previously reported in footnote 7 on the Form 3 filed by the reporting person with the U.S. Securities and Exchange Commission on January 31, 2017, 20,380 Restricted Stock Units ("RSUs") became vested on May 14, 2018 (the "Vesting Date").
- F3Each RSU represents the right to receive one share of Class B Common Stock.
- F4On the trading day immediately prior to the Vesting Date, the closing price of one share of Class A Common Stock traded on the NASDAQ Global Select Market was $14.57. On May 14, 2018, 9,769 shares of the Class B Common Stock otherwise issuable upon the vesting of the RSUs were forfeited to pay the applicable withholding taxes due in connection with the vesting of the 20,380 RSUs.