0001062993-24-016163.txt : 20240904
0001062993-24-016163.hdr.sgml : 20240904
20240904195909
ACCESSION NUMBER: 0001062993-24-016163
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240830
FILED AS OF DATE: 20240904
DATE AS OF CHANGE: 20240904
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Braner Michael David
CENTRAL INDEX KEY: 0001908015
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279070
MAIL ADDRESS:
STREET 1: 200 PARK AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10016
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FRIEDBERG DANIEL M.
CENTRAL INDEX KEY: 0001448795
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279068
MAIL ADDRESS:
STREET 1: C/O SAGARD CAPITAL
STREET 2: 325 GREENWICH AVENUE
CITY: GREENWICH
STATE: CT
ZIP: 06830
FORMER NAME:
FORMER CONFORMED NAME: FRIEDBERG DANIEL
DATE OF NAME CHANGE: 20150622
FORMER NAME:
FORMER CONFORMED NAME: Friedberg Dan
DATE OF NAME CHANGE: 20081027
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 325 CAPITAL LLC
CENTRAL INDEX KEY: 0001873893
ORGANIZATION NAME:
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279069
BUSINESS ADDRESS:
STREET 1: 757 THIRD AVENUE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-376-5325
MAIL ADDRESS:
STREET 1: 757 THIRD AVENUE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 325 Capital Master Fund LP
CENTRAL INDEX KEY: 0001972759
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279066
BUSINESS ADDRESS:
STREET 1: 190 ELGIN AVENUE
STREET 2: GEORGE TOWN
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-9008
BUSINESS PHONE: 212-376-5325
MAIL ADDRESS:
STREET 1: 190 ELGIN AVENUE
STREET 2: GEORGE TOWN
CITY: GRAND CAYMAN
STATE: E9
ZIP: KY1-9008
FORMER NAME:
FORMER CONFORMED NAME: 325 Master Fund LP
DATE OF NAME CHANGE: 20230406
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Shrivastava Anil K
CENTRAL INDEX KEY: 0001908019
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279067
MAIL ADDRESS:
STREET 1: 757 THIRD AVENUE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 325 Capital GP, LLC
CENTRAL INDEX KEY: 0001972758
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 241279065
BUSINESS ADDRESS:
STREET 1: 757 THIRD AVENUE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-376-5325
MAIL ADDRESS:
STREET 1: 757 THIRD AVENUE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAN PUBLIC EDUCATION INC
CENTRAL INDEX KEY: 0001201792
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200]
ORGANIZATION NAME: 07 Trade & Services
IRS NUMBER: 010724376
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 111 W CONGRESS STREET
CITY: CHARLES TOWN
STATE: WV
ZIP: 25414
BUSINESS PHONE: (304) 724-3700
MAIL ADDRESS:
STREET 1: 303 W.3RD. STREET
CITY: RANSON
STATE: WV
ZIP: 25438
4
1
form4.xml
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
X0508
4
2024-08-30
0001201792
AMERICAN PUBLIC EDUCATION INC
APEI
0001908015
Braner Michael David
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
1
0
1
1
See Footnotes
0001873893
325 CAPITAL LLC
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnotes
0001448795
FRIEDBERG DANIEL M.
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnotes
0001908019
Shrivastava Anil K
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnotes
0001972759
325 Capital Master Fund LP
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnotes
0001972758
325 Capital GP, LLC
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnotes
0
Common Stock, par value $0.01
2024-08-30
4
P
0
17872
16.77
A
1922610
I
By: 325 Capital LLC
Common Stock, par value $0.01
347498
I
By: 325 Capital Master Fund LP
Common Stock, par value $0.01
19493
D
This Form 4 is being filed jointly by 325 Capital Master Fund LP, a Cayman Islands exempted limited partnership ("325 Master Fund"), 325 Capital GP, LLC, a Delaware limited liability company registered as a foreign partnership in the Cayman Islands ("325 Capital GP"), 325 Capital LLC, a Delaware limited liability company ("325"), Michael D. Braner, a United States citizen, Daniel M. Friedberg, a United States citizen, and Anil K. Shrivastava, a United States citizen (each, a "Reporting Person," and collectively, the "Reporting Persons"). Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16") or for any other purpose.
The price of $16.77 per share represents a weighted average of purchase prices ranging from $16.54 to $16.90 per share. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer full information regarding the number of shares purchased at each separate price.
Securities owned directly by certain separately managed accounts ("SMAs") that are deemed beneficially owned by 325 as a result of 325 serving as the investment manager to such SMAs. Each of Messrs. Braner, Friedberg and Shrivastava is a Managing Member of 325. As a result of these relationships, they may be deemed to beneficially own the securities beneficially owned by 325.
Securities owned directly by 325 Master Fund. 325 Capital GP is the general partner of 325 Master Fund, 325 is the investment manager to 325 Master Fund, and each of Messrs. Braner, Friedberg and Shrivastava is a Managing Member of 325. As a result of these relationships, all of the Reporting Persons may be deemed to beneficially own the securities owned directly by 325 Master Fund.
Mr. Braner serves on the Board of Directors of the Issuer (the "Board") as a representative of 325 and its affiliates, 325 is entitled to receive the direct economic interest in securities granted to Mr. Braner by the Issuer in respect of Mr. Braner's Board membership. Mr. Braner disclaims beneficial ownership of the Issuer's securities to which this report relates, and at no time has Mr. Braner had any economic interest in such securities except any indirect economic interest through 325 and its affiliates.
Mr. Braner, a Managing Member of 325, is a director of the Issuer. For purposes of Section 16, each of the Reporting Persons (other than Mr. Braner) may be deemed a director by deputization by virtue of its or his representation on the Board.
/s/ Michael D. Braner
2024-09-04
325 Capital LLC, By: /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member
2024-09-04
/s/ Daniel M. Friedberg
2024-09-04
/s/ Anil K. Shrivastava
2024-09-04
325 Capital Master Fund LP, By: 325 Capital GP, LLC, its General Partner, /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member
2024-09-04
325 Capital GP, LLC, By: /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member
2024-09-04