0001209191-15-061892.txt : 20150721 0001209191-15-061892.hdr.sgml : 20150721 20150721170715 ACCESSION NUMBER: 0001209191-15-061892 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150717 FILED AS OF DATE: 20150721 DATE AS OF CHANGE: 20150721 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CAREER EDUCATION CORP CENTRAL INDEX KEY: 0001046568 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 363932190 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 231 N. MARTINGALE ROAD CITY: SCHAUMBURG STATE: IL ZIP: 60173 BUSINESS PHONE: 8477813600 MAIL ADDRESS: STREET 1: 231 N. MARTINGALE ROAD CITY: SCHAUMBURG STATE: IL ZIP: 60173 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MCCRAY RONALD D CENTRAL INDEX KEY: 0001239575 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-23245 FILM NUMBER: 15998332 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-07-17 0 0001046568 CAREER EDUCATION CORP CECO 0001239575 MCCRAY RONALD D CAREER EDUCATION CORPORATION 231 N. MARTINGALE ROAD SCHAUMBURG IL 60173 1 1 0 0 Interim President & CEO Common Stock 2015-07-17 4 D 0 250000 0.00 D 21619 D Common Stock 2015-07-17 4 A 0 250000 0.00 A 271619 D Cash Settled RSU 2015-07-17 4 D 0 11324 0.00 D 2016-03-14 Common Stock 11324 0 D Cash Settled RSU 2015-07-17 4 A 0 11324 0.00 A 2016-03-14 Common Stock 11324 11324 D The reported transactions involved the amendment of outstanding restricted stock unit ("RSU") awards, which may be deemed to result in the deemed cancellation of the "old" RSUs and the grant of replacement RSUs. These RSUs were originally granted on March 6, 2015 and vest on March 14, 2016 based on the level of achievement of an EBITDA performance measure and the number of RSUs eligible for vesting will be based on the length of Reporting Person's tenure as Interim President and CEO. As disclosed in a Form 8-K filed by Issuer on July 20, 2015, the amendment conforms the performance condition on these RSUs to Issuer's Amended and Restated 2015 Annual Incentive Award Program. Includes 250,000 RSUs and 14,619 deferred stock units ("DSU") granted pursuant to the Career Education Corporation 2008 Incentive Compensation Plan, with each RSU representing a contingent right to receive one share of Issuer's common stock and each DSU representing a contingent right to receive one share of Issuer's common stock upon Reporting Person's termination of service from the Issuer. Each cash-settled RSU is the economic equivalent of one share of Issuer's common stock. Gail B. Rago for: Ronald D. McCray 2015-07-21