-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Sa8S4dNOQsZy/N5QlmanBX9oXQ9PBefetTKxa7X8kMUCq6DdvuhTmqQVRP3y3bb/ jFuaZWFgB14V7UL6RVMB8Q== 0001005477-06-005194.txt : 20061018 0001005477-06-005194.hdr.sgml : 20061018 20061018131514 ACCESSION NUMBER: 0001005477-06-005194 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970819 FILED AS OF DATE: 20061018 DATE AS OF CHANGE: 20061018 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LAUREATE EDUCATION, INC. CENTRAL INDEX KEY: 0000912766 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 521492296 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108436100 MAIL ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: SYLVAN LEARNING SYSTEMS INC DATE OF NAME CHANGE: 19930929 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SINGER PAULA R CENTRAL INDEX KEY: 0001242918 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-22844 FILM NUMBER: 061150375 BUSINESS ADDRESS: STREET 1: SYLVAN LEARNING SYSTEMS INC STREET 2: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 4/A 1 edgar123.xml AMENDMENT TO FORM 4 X0202 4/A 1997-08-19 1998-06-10 0 0000912766 LAUREATE EDUCATION, INC. LAUR 0001242918 SINGER PAULA R 1001 FLEET STREET BALTIMORE MD 21202 0 1 0 0 Pres & CEO Online Higher Ed. Common Stock 2000-11-21 4 M 0 5000 3.48 A 5000 D Common Stock 2000-11-21 4 S 0 5000 14.5625 D 0 D Common Stock 2000-11-28 4 M 0 11875 3.48 A 11875 D Common Stock 2000-11-28 4 S 0 11875 14.625 D 0 D Common Stock 2002-03-07 4 M 0 14000 16.7533 A 14000 D Common Stock 2002-05-07 4 S 0 14000 27.75 D 0 D Common Stock 2002-05-08 4 M 0 14125 16.7533 A 14125 D Common Stock 2002-05-08 4 S 0 14125 28.00 D 0 D Common Stock 2003-04-30 4 A 0 30000 0 A 30000 D Common Stock 2004-05-25 4 M 0 25000 12.31 A 52936 D Common Stock 2004-05-25 4 S 0 25000 36.0438 D 27936 D Common Stock 2005-01-26 4 M 0 36000 27.3733 A 63936 D Common Stock 2005-01-26 4 S 0 36000 43.5184 D 27936 D Common Stock 2005-05-10 4 F 0 2387 44.22 D 25549 D Common Stock 2005-12-13 4 A 0 20000 0 A 45549 D Common Stock (TOTAL Dir Own) 42413 D Common Stock 1020 I Held in Company 401(k) options (rt to buy) 3.48 1995-08-25 4 A 0 76500 0 A common stock 76500 76500 D options (rt to buy) 16.7533 1996-12-18 4 A 0 28125 0 A 2006-12-18 common stock 28125 104625 D options (rt to buy) 27.37 1997-09-19 4 A 0 56250 0 A 2007-09-19 common stock 56250 139875 D options (rt to buy) 13.11 1999-12-13 4 A 0 37500 0 A Common Stock 37500 138750 D options (rt to buy) 12.31 1999-12-13 4 A 0 37500 0 A 2009-12-13 Common Stock 37500 176250 D options (rt to buy) 46.37 2005-09-20 4 A 0 35000 0 A 2012-09-20 Common Stock 35000 105250 D TOTAL options (rt to buy) Common Stock 85000 D All options are currently vested and exercisable. As of 9/30/2006 8,750 options were vested and exercisable. An additional 2,187 option will vest and become exercisable on 12/31/06 and each quarter thereafter, with the entire amount becoming vested and exercisable as of 9/30/2009. Includes the exercise of 38,625 of the 76,500 options which were granted on 8/25/1993 at a per share exercise price of $3.48 for which a Form 4 was filed. Acquisition of these options was never reported as a transaction. Rather, ownership of these options was reported as a holding on Ms. Singer's Forms 4. Includes the exercise of 1) 16,875 options in November 2000 at a per share exercise price of $3.48 per share, for which Forms 4 were filed; 2) 28,125 options in May 2002 at a per share exercise price of $16.75 per share, for which Forms 4 were filed; 3)25,000 options in May 2004 at a per share exercise price of $12.31, for which a Form 4 was filed and 4)the exercise of 36,000 options in January 2005 at a per share exercise price of $27.37, for which a Form 4 was filed. N/A Includes the exercise of 20,250 options in March 2006 at a per share exercise price of $27.37, for which a Form 4 was filed. These shares were acquired upon exercise of an option. A Form 4 was filed in connection with the option exercise, but that Form 4 did not list as a transaction the corresponding acquisition of these shares. Acquisition of these restricted shares by grant on 4/30/2003 was not reported as a transaction. Rather, ownership of these shares was initially reported on Ms. Singer's Form 4, filed on 5/17/2004. On this Form 4, Ms. Singer reported owning 24,000 shares of restricted stock and acquiring 3,936 shares of Common Stock. Together, this amount equals the 30,000 shares of restricted stock acquired by grant on 4/30/2003, less the 2,064 shares withheld on 5/12/2004 to pay the tax liability incurred by Ms. Singer when the restrictions lapsed as to 6,000 of the restricted shares on 4/30/2004. Restrictions lapsed as to an additional 6,000 shares on each of 4/30/2005 and 4/30/2006. 12,000 shares remain subject to risk of forfeiture, with risk of forfeiture lapsing as to 6,000 shares on each of 4/30/2007 and 4/30/2008. Reflects disposition of 2,064 shares, which was reported on Ms. Singer's Form 4, filed on 5/17/2004. These shares were acquired by grant. These shares remain subject to forfeiture, with risk of forfeiture lapsing as to 5,000 shares on each of March 21, 2007, March 31, 2008, March 31, 2009 and March 31, 2010, assuming specific performance criteria are met. Includes the acquisition of 20,250 shares upon exercise of option on 3/20/2006 and the corresponding sale of those shares on the same date, as to which transactions Ms. Singer filed a Form 4 on 3/20/2006. Also reflects 1,886 shares withheld on 5/5/2006 to pay the tax liability due upon lapse of 6,000 restricted shares on 4/30/2006, as to which transaction Ms. Singer filed a Form 4 on 5/9/2006; and 1,000 shares sold on 9/15/2006, as to which transaction Ms. Singer filed a Form 4 on 9/19/2006. Date of grant is 8/25/1993 but, the electronic form will not allow a date earlier than 1/1/1995. Includes the exercise of 21,000 of the 76,500 options granted on 8/25/1993 for which Forms 4 were filed. These shares were withheld to cover tax liability incurred by Ms. Singer when the restrictions lapsed as to 6,000 of the 30,000 restricted shares granted on 4/30/2003. Paula R. Singer 2006-10-18 -----END PRIVACY-ENHANCED MESSAGE-----