SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Sinkfield Richard Harvey III

(Last)

(First)

(Middle)

C/O LAUREATE EDUCATION, INC.

650 SOUTH EXETER STREET

(Street)

BALTIMORE

21202

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
07/17/2020

3. Issuer Name and Ticker or Trading Symbol
LAUREATE EDUCATION, INC. [ LAUR ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Legal Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	6,911⁽¹⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	⁽²⁾	⁽²⁾	Class A Common Stock	1,669	⁽²⁾	D
Employee Stock Option (Right to Buy)	⁽³⁾	10/02/2023	Class B Common Stock⁽²⁾	12,692	$17.44	D
Employee Stock Option (Right to Buy)	⁽³⁾	03/04/2025	Class B Common Stock⁽²⁾	1,293	$17.44	D
Employee Stock Option (Right to Buy)	⁽³⁾	05/02/2026	Class B Common Stock⁽²⁾	520	$17.44	D
Employee Stock Option (right to buy)	⁽³⁾	06/14/2027	Class A Common Stock	1,457	$17.89	D
Employee Stock Option (right to buy)	⁽⁴⁾	03/07/2028	Class A Common Stock	4,523	$13.97	D
Employee Stock Option (right to buy)	⁽⁵⁾	03/06/2029	Class A Common Stock	5,642	$14.9	D

Explanation of Responses:

1. Includes 6,911 restricted stock units, 3,112 of which will vest on December 31, 2020, 2,281 of which will vest on December 31, 2021 and 1,518 of which will vest on December 31, 2022, in each case, subject to the reporting person's continued employment through the applicable vesting date.

2. Each share of Class B Common Stock ("Class B Common Stock") of Laureate Education, Inc. (the "Company") is convertible into one share of Class A Common Stock of the Company ("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.

3. These options are fully exercisable.

4. This option vests in three equal annual installments. The first two annual installments vested on December 31, 2018 and December 31, 2019. Subject to the reporting person's continued employment, the final installment will vest on December 31, 2020.

5. This option vests in three equal annual installments. The first annual installment vested on December 31, 2019. Subject to the reporting person's continued employment, the final two installments will vest on December 31, 2020 and December 31, 2021.

Remarks:

Exhibit List: Exhibit 24 - Limited Power of Attorney

	/s/ Laura Acton, attorney-in-fact for Mr. Sinkfield	07/23/2020
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.