0001193805-23-000417.txt : 20230331
0001193805-23-000417.hdr.sgml : 20230331
20230331113919
ACCESSION NUMBER: 0001193805-23-000417
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230328
FILED AS OF DATE: 20230331
DATE AS OF CHANGE: 20230331
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: 325 CAPITAL LLC
CENTRAL INDEX KEY: 0001873893
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 23785071
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: FRIEDBERG DANIEL M.
CENTRAL INDEX KEY: 0001448795
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 23785070
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: Shrivastava Anil K
CENTRAL INDEX KEY: 0001908019
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 23785069
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: Braner Michael David
CENTRAL INDEX KEY: 0001908015
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33810
FILM NUMBER: 23785072
MAIL ADDRESS:
STREET 1: 200 PARK AVENUE
STREET 2: 17TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10016
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: AMERICAN PUBLIC EDUCATION INC
CENTRAL INDEX KEY: 0001201792
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200]
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: 111 W CONGRESS STREET
CITY: CHARLES TOWN
STATE: WV
ZIP: 25414
3
1
e618421_3-apei.xml
X0206
3
2023-03-28
0
0001201792
AMERICAN PUBLIC EDUCATION INC
APEI
0001908015
Braner Michael David
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
1
0
0
1
See Footnotes
0001873893
325 CAPITAL LLC
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnotes
0001448795
FRIEDBERG DANIEL M.
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnotes
0001908019
Shrivastava Anil K
757 THIRD AVENUE
20TH FLOOR
NEW YORK
NY
10017
0
0
0
1
See Footnotes
Common Stock, $0.01 par value
227128
I
By: 325 Capital Master Fund LP
Common Stock, $0.01 par value
941301
I
By: 325 Capital LLC
This Form 3 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 Braner, a United States citizen, Daniel Friedberg, a United States citizen, and Anil Shrivastava, a United States citizen (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 or for any other purpose.
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 are Managing Members 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.
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 are Managing Members of 325. As a result of these relationships, they may be deemed to beneficially own the securities beneficially owned by 325.
Mr. Braner, a managing member of 325, is a director of the Issuer. For purposes of Section 16 of the Securities Exchange Act of 1934, as amended, 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 of Directors of the Issuer.
/s/ Michael D. Braner
2023-03-31
325 Capital LLC, By: /s/ Michael D. Braner, Name: Michael D. Braner, Title: Managing Member
2023-03-31
/s/ Daniel M. Friedberg
2023-03-31
/s/ Anil Shrivastava
2023-03-31