-----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, QeUQSZ1PApUIRxRAqfYpMXNbz2iFuIhK2YORL3YTXApHtH4I6Uw8FI/djPXgvlPJ Hq6yZbGOpusqDrVqMsnQhg== 0001104659-07-052096.txt : 20070703 0001104659-07-052096.hdr.sgml : 20070703 20070703140316 ACCESSION NUMBER: 0001104659-07-052096 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070630 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070703 DATE AS OF CHANGE: 20070703 FILER: 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 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22844 FILM NUMBER: 07959650 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 8-K 1 a07-17735_28k.htm 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

 

Date of Report (Date of earliest event reported): June 29, 2007

 

 

LAUREATE EDUCATION, INC.

(Exact name of registrant as specified in its charter)

 

 

Maryland

 

0-22844

 

52-1492296

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

 

 

 

 

 

1001 Fleet Street, Baltimore, Maryland

 

21202

(Address of principal executive offices)

 

(ZIP Code)

 

 

Registrant’s telephone number, including area code: (410) 843-6100

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

o

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

o

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 




 

Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On June 28, 2007, the Board of Directors of Laureate Education, Inc. (the “Company”) voted unanimously to extend until July 15, 2007 the term of employment of Mr. Douglas L. Becker, the Company’s Chairman and Chief Executive Officer.  Under the terms of Mr. Becker’s employment agreement dated June 30, 2004 (the “Original Agreement”), Mr. Becker’s employment with the Company was to have terminated on June 30, 2007.

Pursuant to Amendment No. 1 to the Original Agreement (the “Amendment”), effective as of June 29, 2007, Mr. Becker’s Employment Period (as that term is defined in the Original Agreement) was extended until July 15, 2007.  All other terms and conditions of the Original Agreement were unaffected by the Amendment and remain in full force and effect.

A copy of the Amendment is attached to this Current Report on Form 8-K as Exhibit 10.01 and incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

Item 9.01        Financial Statements and Exhibits.

(d) Exhibits

10.1                           Amendment No. 1 to Employment Agreement by and between the Company and Douglas L. Becker, dated as of June 29, 2007.

SIGNATURE

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.

LAUREATE EDUCATION, INC.

 

 

 

 

 

 

 

 

 

 

By:

/s/ Robert W. Zentz

 

Name:

Robert W. Zentz

 

Title:

Senior Vice President, Secretary and General Counsel

Date: July 3, 2007

 

 

 




Exhibit Index

Exhibit

 

Description

 

 

 

 

 

10.1

 

Amendment No. 1 to Employment Agreement by and between the Company and Douglas L. Becker, dated as of June 29, 2007.

 



EX-10.1 2 a07-17735_2ex10d1.htm EX-10.1

 

Exhibit 10.1

AMENDMENT NO. 1 dated as of June 29, 2007 (this “Amendment”), to the Employment Agreement dated as of June 30, 2004 (the “Original Agreement”), by and between LAUREATE EDUCATION, INC., a Maryland corporation (the “Company”) and Douglas L. Becker (the “Executive”).

WHEREAS, the Employment Period, as defined in the Original Agreement, will terminate on June 30, 2007, and the Company and the Executive desire to amend the Original Agreement in order to extend the Employment Period.

NOW, THEREFORE, in consideration of the mutual agreements herein contained and other good and valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the parties hereto hereby agree as follows:

Section 1.   Defined Terms.  Capitalized terms used but not otherwise defined herein have the meanings assigned to them in the Original Agreement.

Section 2.   Amendment to the Original Agreement.  Effective as of the date first above written, Section 3 of the Original Agreement is hereby deleted in its entirety and amended to read as follows:

“3.  Term of Employment .   The Executive’s employment hereunder shall continue until July 15, 2007, unless such employment is terminated earlier in accordance with the provisions of this Agreement (the “Employment Period”).

Section 3.   No Other Amendments; Confirmation.  Except as expressly set forth herein, this Amendment shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Original Agreement, all of which are ratified and affirmed in all respects and shall continue in full force and effect.

Section 4.   Headings.  The Section headings used herein are for convenience of reference only, are not part of this Amendment and shall not affect the construction of, or be taken into consideration in interpreting, this Amendment.

Section 5.   APPLICABLE LAW.  THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH AND GOVERNED BY THE LAWS OF THE STATE OF MARYLAND.

Section 6.   Counterparts.  This Amendment may be executed in counterparts, each of which shall constitute an original but all of which, when taken together, shall constitute a single agreement.  Delivery of an executed counterpart of a signature page of this Amendment by telecopy or other electronic transmission shall be effective as delivery of a manually executed counterpart hereof.




IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be duly executed as of the date first written above.

LAUREATE EDUCATION, INC.,

 

 

 

 

 

 

 

by:

 

 

 

/s/ Robert W. Zentz

 

 

Name: Robert W. Zentz
Title: Senior Vice President, Secretary and General Counsel

 

 

 

 

 

 

 

DOUGLAS L. BECKER

 

 

 

 

 

 

 

/s/ Douglas L. Becker

 



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