0001104659-21-044224.txt : 20210330 0001104659-21-044224.hdr.sgml : 20210330 20210330214720 ACCESSION NUMBER: 0001104659-21-044224 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210326 FILED AS OF DATE: 20210330 DATE AS OF CHANGE: 20210330 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BECKER DOUGLAS L CENTRAL INDEX KEY: 0001072473 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38002 FILM NUMBER: 21789575 MAIL ADDRESS: STREET 1: C/O 650 DUNDEE ROAD STREET 2: SUITE 370 CITY: NORTHBROOK STATE: IL ZIP: 60062 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 tm2111422-4_4seq1.xml OWNERSHIP DOCUMENT X0306 4 2021-03-26 0 0000912766 LAUREATE EDUCATION, INC. LAUR 0001072473 BECKER DOUGLAS L C/O STERLING PARTNERS 650 S. EXETER STREET, #1100 BALTIMORE MD 21202 1 0 1 0 Class A Common Stock 2021-03-26 4 C 0 211 A 13830 I See footnotes. Class A Common Stock 2021-03-26 4 C 0 220 A 32984 D Class A Common Stock 2021-03-26 4 C 0 440438 A 440438 I See footnotes. Class A Common Stock 2021-03-26 4 C 0 182341 A 182341 I See footnotes. Class A Common Stock 2021-03-26 4 C 0 447021 A 447021 I See footnotes. Class B Common Stock 2021-03-26 4 C 0 211 0.00 D Class A Common Stock 211 845 I See footnotes. Class B Common Stock 2021-03-26 4 C 0 220 0.00 D Class A Common Stock 220 880 I See footnotes. Class B Common Stock 2021-03-26 4 C 0 440438 0.00 D Class A Common Stock 440438 1761755 I See footnotes. Class B Common Stock 2021-03-26 4 C 0 182341 0.00 D Class A Common Stock 182341 729368 I See footnotes. Class B Common Stock 2021-03-26 4 C 0 447021 0.00 D Class A Common Stock 447021 1788086 I See footnotes. Upon distribution of shares of Class B common stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") by Wengen Alberta, Limited Partnership ("Wengen") to its investors pro rata based on their respective ownership interest in Wengen, such shares of Class B Common Stock automatically converted into shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. Pursuant to an agreement (the "Founders' Agreement") among Steven M. Taslitz, Douglas L. Becker and 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. Mr. Taslitz directly holds shares of Class A Common Stock and indirectly beneficially owns shares of Class B Common Stock by virtue of the limited partnership interests he holds in Wengen, which are subject to the Founders' Agreement. In light of the Founders' Agreement, Mr. Becker may be deemed to indirectly beneficially own a portion of these shares in the Issuer. Mr. Becker directly holds shares of Class A Common Stock and indirectly beneficially owns shares of Class B Common Stock by virtue of the limited partnership interests he holds in Wengen, which are subject to the Founders' Agreement. SP-L Affiliate, LLC ("SP-L Affiliate") directly holds shares of Class A Common Stock and indirectly beneficially owns shares of Class B Common Stock by virtue of its limited partnership interests in Wengen. Messrs. Becker, Taslitz and Hoehn-Saric are the managers of SP-L Affiliate. Each share of 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 Issuer's Amended and Restated Certificate of Incorporation. Represents shares of Class B Common Stock held directly by Wengen, whose general partner is Wengen Investments Limited ("Wengen GP"). Certain investors, including, but not limited to, certain investment funds and other persons affiliated with or managed by Sterling Fund Management, LLC (including the Reporting Person), Kohlberg Kravis Roberts & Co. L.P., Cohen Private Ventures, LLC, Bregal Investments, Inc. and Snow Phipps Group, LLC (collectively, the "Wengen Investors") have interests in the Issuer through Wengen. Certain Wengen Investors (including the Reporting Person) have designated representatives who serve on the board of directors of Wengen GP. Mr. Taslitz serves as a designated representative of the Reporting Person on the board of directors of the Issuer pursuant to a securityholders agreement. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of the Reporting Person's pecuniary interest therein. This filing shall not be deemed an admission that the Reporting Person is subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership by such Reporting Person of any securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise. /s/ M. Avi Epstein, attorney-in-fact for Douglas L. Becker 2021-03-30