0001104659-17-007884.txt : 20170209 0001104659-17-007884.hdr.sgml : 20170209 20170209185108 ACCESSION NUMBER: 0001104659-17-007884 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170206 FILED AS OF DATE: 20170209 DATE AS OF CHANGE: 20170209 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: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 650 S. EXETER STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108436100 MAIL ADDRESS: STREET 1: 650 S. EXETER 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: BECKER DOUGLAS L CENTRAL INDEX KEY: 0001072473 FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-38002 FILM NUMBER: 17589011 MAIL ADDRESS: STREET 1: C/O 650 DUNDEE ROAD STREET 2: SUITE 370 CITY: NORTHBROOK STATE: IL ZIP: 60062 4/A 1 a4a.xml 4/A X0306 4/A 2017-02-06 2017-02-07 0 0000912766 LAUREATE EDUCATION, INC. LAUR 0001072473 BECKER DOUGLAS L C/O STERLING PARTNERS 650 S. EXETER STREET, #1100 BALTIMORE MD 21202 1 1 1 0 Chairman & CEO Stock Option (Right to Buy) 21.32 2017-02-06 4 A 0 1386549 0 A 2017-02-06 2019-12-31 Class B Common Stock 1386549 1386549 D Stock Option (Right to Buy) 17.00 2017-02-06 4 A 0 1386549 0 A 2017-02-06 2019-12-31 Class B Common Stock 1386549 1386549 D Each share of Class B Common Stock of Laureate Education, Inc. (the "Issuer") is convertible into one share of Class A Common Stock of the Issuer upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation. Pursuant to an agreement (the "Founders' Agreement") among Douglas L. Becker, Steven M. Taslitz, R. Christopher Hoehn-Saric and one other founder of Sterling (the "Sterling Founders"), the Sterling Founders share equally, on a net after-tax basis, in certain equity securities they receive in connection with services rendered by any of them to certain entities, including the Issuer. Each Sterling Founder controls the voting and disposition of the securities allocable to such Sterling Founder. In light of the Founders' Agreement, each of Messrs. Taslitz and Hoehn-Saric may be deemed to indirectly beneficially own a portion of these options and has made a separate Form 4 filing with respect to the issuance of these options. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. The inclusion of these securities in this report shall not be deemed an admission of beneficial ownership by the Reporting Person of any securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise. This amendment is being filed to amend the Form 4 filed by the reporting person on February 7, 2017 to correct the transaction date and a stock option exercise price (from $14.00 to the actual exercise price of $17.00 per share). /s/ M. Avi Epstein, attorney-in-fact for Douglas L. Becker 2017-02-09