0001104659-17-046552.txt : 20170724
0001104659-17-046552.hdr.sgml : 20170724
20170724170412
ACCESSION NUMBER: 0001104659-17-046552
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170720
FILED AS OF DATE: 20170724
DATE AS OF CHANGE: 20170724
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Darmon Tal
CENTRAL INDEX KEY: 0001696208
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38002
FILM NUMBER: 17978790
MAIL ADDRESS:
STREET 1: 650 SOUTH EXETER STREET
CITY: BALTIMORE
STATE: MD
ZIP: 21202
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
4
1
a4.xml
4
X0306
4
2017-07-20
0
0000912766
LAUREATE EDUCATION, INC.
LAUR
0001696208
Darmon Tal
650 S. EXETER STREET
12TH FLOOR
BALTIMORE
MD
21202
0
1
0
0
Chief Accounting Officer
Employee Stock Option (right to buy)
23.20
2017-07-20
4
D
0
2195
0.00
D
2023-10-02
Class B Common Stock
2195
0
D
Employee Stock Option (right to buy)
17.44
2017-07-20
4
A
0
2195
0.00
A
2023-10-02
Class B Common Stock
2195
2195
D
Employee Stock Option (right to buy)
23.20
2017-07-20
4
D
0
2972
0.00
D
2024-07-10
Class B Common Stock
2972
0
D
Employee Stock Option (right to buy)
17.44
2017-07-20
4
A
0
2972
0.00
A
2024-07-10
Class B Common Stock
2972
2972
D
Employee Stock Option (right to buy)
23.20
2017-07-20
4
D
0
3247
0.00
D
2025-03-04
Class B Common Stock
3247
0
D
Employee Stock Option (right to buy)
17.44
2017-07-20
4
A
0
3247
0.00
A
2025-03-04
Class B Common Stock
3247
3247
D
Employee Stock Option (right to buy)
23.24
2017-07-20
4
D
0
1622
0.00
D
2026-05-02
Class B Common Stock
1622
0
D
Employee Stock Option (right to buy)
17.44
2017-07-20
4
A
0
1622
0.00
A
2026-05-02
Class B Common Stock
1622
1622
D
The transactions reported herein reflect a one-time stock option repricing (the "Option Repricing") that became effective on July 20, 2017. Pursuant to the Option Repricing, the exercise price of each "Relevant Option" (any stock option awarded by Laureate Education, Inc. (the "Company") between October 2, 2013 and December 31, 2016 (inclusive)) has been amended to reduce such exercise price to $17.44, which was the average closing price of a share of the Company's Class A common stock, par value $0.004 per share ("Class A Common Stock") as reported on the Nasdaq Global Select Market over the twenty (20) calendar days preceding July 20, 2017. There have been no other changes to the terms of the Relevant Options.
1,756 of these options are exerciseable immediately. Subject to the reporting person's continued employment by the Company, 20% of these options will become exercisable on December 31, 2017.
Each share of the Company's Class B common stock, par value $0.004 per share ("Class B Common Stock") is convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Company's Amended and Restated Certificate of Incorporation.
1,783 of these options are exerciseable immediately. Subject to the reporting person's continued employment by the Company, (A) 20% of these options will become exercisable on December 31, 2017, and (B) 20% of these options will become exercisable on December 31, 2018.
1,299 of these options are exerciseable immediately. Subject to the reporting person's continued employment by the Company, (A) 20% of these options will become exercisable on December 31, 2017, (B) 20% of these options will become exercisable on December 31, 2018, and (C) 20% of these options will become exercisable on December 31, 2019.
540 of these options are exerciseable immediately. Subject to the reporting person's continued employment by the Company, (A) one-third (1/3) of these options will become exercisable on December 31, 2017, and (B) one-third (1/3) of these options will become exercisable on December 31, 2018.
/s/ Thomas J. Plotz, Attorney-in-Fact
2017-07-24