SEC Form 4 · accession 0001127602-19-000689
LAUREATE EDUCATION, INC. · LAUR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Neel Broker
Officer — CEO EMEAA
Period of report
Dec 31, 2018
Accepted (ET)
Jan 3, 2019 · 4:24 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 Stock | Dec 31, 2018 | C | 1,448 | $0.00 | A | 16,816 | D | |
| Class A Common Stock | Dec 31, 2018 | F | 638 | $14.82 | D | 16,178 | D | |
| Class A Common Stock | Dec 31, 2018 | F | 822 | $14.82 | D | 15,356 | 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 UnitsF3 | — | Dec 31, 2018 | M | 1,448 | D | — | — | Class B Common Stock | 1,448 | 1,449 | D |
| Class B Common StockF4 | — | Dec 31, 2018 | M | 1,448 | A | — | — | Class A Common Stock | 1,448 | 3,295 | D |
| Class B Common StockF4 | — | Dec 31, 2018 | C | 1,448 | D | — | — | Class A Common Stock | 1,448 | 1,846 | D |
Explanation of responses
- F1Shares withheld from vesting of Restricted Stock Units originally reported at footnote 4 of the reporting person's Form 3 in satisfaction of tax obligations based on closing price of $14.82 on December 28, 2018 of the Company's Class A Common Stock as traded on the NASDAQ stock exchange.
- F2Shares withheld from vesting of Restricted Stock Units originally granted on March 7, 2018 (having been previously reported as shares of Class A Common Stock on the reporting person's Form 4 filed on March 9, 2018) in satisfaction of tax obligations based on closing price of $14.82 on December 28, 2018 of the Company's Class A Common Stock as traded on the NASDAQ stock exchange. These RSUs are vesting in three equal annual installments on each of December 31, 2018, December 31, 2019, and December 31, 2020, subject to the reporting person's continued employment with the Company.
- F3As reported in footnote 4 of the reporting person's Form 3 filed on January 1, 2018, each Restricted Stock Unit represents the right to receive one share of Class B Common Stock. These RSUs shall vest in two tranches with one-half vesting on December 31, 2018 and the balance vesting on December 31, 2019, subject to the reporting person's continued employment by Laureate Education, Inc.
- F4Each 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.