0001127602-18-013806.txt : 20180403
0001127602-18-013806.hdr.sgml : 20180403
20180403171808
ACCESSION NUMBER: 0001127602-18-013806
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180330
FILED AS OF DATE: 20180403
DATE AS OF CHANGE: 20180403
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Berckemeyer Ricardo M.
CENTRAL INDEX KEY: 0001696046
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-38002
FILM NUMBER: 18734565
MAIL ADDRESS:
STREET 1: 9 ARDSLEY WAY
CITY: SIMSBURY
STATE: CT
ZIP: 06070
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
form4.xml
PRIMARY DOCUMENT
X0306
4
2018-03-30
0000912766
LAUREATE EDUCATION, INC.
LAUR
0001696046
Berckemeyer Ricardo M.
650 S. EXETER STREET, 12TH FLOOR
BALTIMORE
MD
21202
1
President & COO
Class A Common Stock
2018-03-30
4
C
0
6214
0
A
48216
D
Class A Common Stock
2018-03-30
4
A
0
11179
0
A
59395
D
Performance Share Units
2018-03-30
4
M
0
11581
0
D
Class B Common Stock
11581
0
D
Class B Common Stock
2018-03-30
4
M
0
11581
0
A
Class A Common Stock
11581
11581
D
Class B Common Stock
2018-03-30
4
F
0
5367
0
D
Class A Common Stock
5367
6214
D
Class B Common Stock
2018-03-30
4
C
0
6214
0
D
Class A Common Stock
6214
0
D
Employee Stock Option (Right to Buy)
17.44
2018-03-30
4
A
0
14645
0
A
2023-10-02
Class B Common Stock
14645
270894
D
On June 14, 2017, the reporting person was granted 62,500 Performance Share Units issueable as shares of Laureate Class A Common Stock of Laureate Education, Inc. (the "Company") ("Class A PSUs"), vesting in three equal tranches dependent upon the Company achieving the applicable performance goal as set forth in the applicable Performance Share Units Notice. 20,834 Class A PSUs vested on March 30, 2018. 9,655 shares were withheld from the vesting in satisfaction of the reporting person's tax withholding liability.
Each Performance Share Unit ("Class B PSU") represents the right to receive one share of Class B Common Stock ("Class B Common Stock") of the Company.
As previously reported in footnote 5 on the Form 3 filed by the reporting person with the U.S. Securities and Exchange Commission on January 30, 2017, 11,581 Class B PSUs vested on March 30, 2018 (the "Vesting Date") upon the achievement by the Company of the applicable Equity Value Target with respect to fiscal year 2017.
Each share of Class B Common Stock of the Company is convertible into one share of Class A Common Stock of the Company upon the election of the holder or upon transfer, subject to the terms of the Company's Amended and Restated Certificate of Incorporation.
On the trading day immediately prior to the Vesting Date, the closing price of one share of the Company's Class A Common Stock traded on the NASDAQ Stock Exchange was $13.75. On March 30, 2018, 5,367 shares of the Company's Class B Common Stock otherwise issueable upon the vesting of the Class B PSUs were forfeited to pay the applicable withholding taxes due in connection with the Class B PSUs' vesting.
As reported at footnote 4 of the reporting person's Form 3, these options vested on March 30, 2018 following determination by the Compensation Committee of the Company's Board of Directors of the Company's achievement of the applicable Equity Value Target.
Represents the aggregate number of vested options awarded pursuant to the reporting person's Stock Option Agreement dated October 2, 2013 (including time-based and performance-based options). This figure consolidates the option reported at footnotes 3 and 4 of the reporting person's Form 3.
/s/ Sean P. Mulcahy, Attorney-in-Fact
2018-04-03