UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
(d) On September 6, 2023, Adtalem Global Education Inc. (“Adtalem”) filed a Current Report on Form 8-K with the Securities and Exchange Commission reporting that Dr. John Danaher President, Medical & Veterinary was leaving Adtalem effective September 15, 2023. This Current Report on Form 8-K/A supplements the prior Form 8-K in certain respects.
On April 10, 2024, Adtalem and Dr. Danaher entered into a Separation Agreement and Release (the “Separation Agreement”) in connection with his departure from Adtalem. Pursuant to the Separation Agreement, Adtalem has agreed to pay Dr. Danaher a severance payment equal to 1 times his annual base salary plus seventy percent (70%) of his management incentive plan award payable in 12 equal monthly payments. Dr. Danaher’s outstanding and unvested long-term incentive awards will continue to vest in accordance with the vesting provisions of the applicable award agreements. Adtalem will also pay Dr. Danaher a one-time lump sum of $14,513.28, which is equal to the cost of Adtalem subsidizing Dr. Danaher’s health insurance benefit premiums for his dependents under COBRA for a period of 12 months. Under the Separation Agreement, Dr. Danaher has provided customary broad form releases and other confidentiality, noncompete and nonsolicitation covenants to Adtalem in connection with his departure.
The foregoing summary of the Separation Agreement is only a summary and is qualified in its entirety by the full text of the Separation Agreement, a copy of which is attached hereto as Exhibit 10.1
Item 9.01 Financial Statements and Exhibits.
Exhibit Number |
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10.1 | Separation Agreement and Release dated April 10, 2024 between Adtalem and Dr. John Danaher | |
104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Adtalem Global Education Inc. | |||
Date: April 12, 2024 |
| By: | /s/ Robert J. Phelan |
| Robert J. Phelan | ||
| Senior Vice President and Chief Financial Officer (Principal Financial Officer) | ||