0001209191-18-045134.txt : 20180803
0001209191-18-045134.hdr.sgml : 20180803
20180803083146
ACCESSION NUMBER: 0001209191-18-045134
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180801
FILED AS OF DATE: 20180803
DATE AS OF CHANGE: 20180803
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Dallas H James
CENTRAL INDEX KEY: 0001324953
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33140
FILM NUMBER: 18990393
MAIL ADDRESS:
STREET 1: 127 PUBLIC SQUARE
CITY: CLEVELAND
STATE: OH
ZIP: 44114
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: CAPELLA EDUCATION CO
CENTRAL INDEX KEY: 0001104349
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200]
IRS NUMBER: 000000000
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 225 SOUTH 6TH STREET
STREET 2: 9TH FLOOR
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
BUSINESS PHONE: (612) 659-5360
MAIL ADDRESS:
STREET 1: 225 SOUTH 6TH STREET
STREET 2: 9TH FLOOR
CITY: MINNEAPOLIS
STATE: MN
ZIP: 55402
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-08-01
1
0001104349
CAPELLA EDUCATION CO
CPLA
0001324953
Dallas H James
225 SOUTH 6TH STREET, 9TH FLOOR
MINNEAPOLIS
MN
55402
1
0
0
0
Common Stock
2018-08-01
4
D
0
6651
D
0
D
Each share of common stock of Capella Education Company ("Capella") reported as disposed of herein was cancelled and converted into the right to receive 0.875 shares of Strategic Education, Inc. (the "Exchange Ratio") at the effective time of the merger pursuant to that certain Agreement and Plan of Merger, dated as of October 29, 2017, by and among Strayer Education, Inc. (which was renamed "Strategic Education, Inc." on August 1, 2018), Capella and Sarg Sub Inc. ("Merger Sub"), whereby the parties thereto effected the merger of Capella into Merger Sub to become a wholly owned subsidiary of Strayer Education, Inc. (the "Merger"). No additional consideration was received in connection with the disposition of such securities.
Includes 1,054 deferred stock units to be settled in Capella common stock. The deferred stock units were fully vested prior to the closing of the Merger. Pursuant to the Merger Agreement, each deferred stock unit was disposed of in exchange for a number of deferred stock units to be settled in common stock of Strategic Education, Inc. based on the Exchange Ratio. The deferred stock units will be subject to substantially the same terms and conditions of the Capella deferred stock units. No additional consideration was received in connection with the disposition of such securities.
/s/ Kelly Jacobus, Attorney-in-Fact for H. James Dallas
2018-08-03