0000929887-13-000173.txt : 20131126 0000929887-13-000173.hdr.sgml : 20131126 20131126183822 ACCESSION NUMBER: 0000929887-13-000173 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131125 FILED AS OF DATE: 20131126 DATE AS OF CHANGE: 20131126 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: APOLLO EDUCATION GROUP INC CENTRAL INDEX KEY: 0000929887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 860419443 STATE OF INCORPORATION: AZ FISCAL YEAR END: 0831 BUSINESS ADDRESS: STREET 1: 4025 S. RIVERPOINT PARKWAY CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 4809665394 MAIL ADDRESS: STREET 1: 4025 S. RIVERPOINT PARKWAY CITY: PHOENIX STATE: AZ ZIP: 85040 FORMER COMPANY: FORMER CONFORMED NAME: APOLLO GROUP INC DATE OF NAME CHANGE: 19940912 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Uehlein Curtis Matthew CENTRAL INDEX KEY: 0001575471 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25232 FILM NUMBER: 131245357 MAIL ADDRESS: STREET 1: 4025 S RIVERPOINT PKWY CITY: PHOENIX STATE: AZ ZIP: 85040 4 1 wf-form4_138550909117546.xml FORM 4 X0306 4 2013-11-25 0 0000929887 APOLLO EDUCATION GROUP INC APOL 0001575471 Uehlein Curtis Matthew 4025 S RIVERPOINT PKWY PHOENIX AZ 85040 0 1 0 0 Acting Chief Operating Officer Class A Common Stock 2013-11-25 5 A 0 E 12465 0 A 27470 D Represents the target number of shares of the Issuer's Class A common stock underlying the performance share award made to the Reporting Person on November 25, 2013. The performance shares are subject to both performance-vesting and service-vesting requirements. The performance-vesting requirement is tied to the increase in adjusted operating free cash flow of Apollo Global, Inc., the Issuer's wholly-owned subsidiary, over the specified performance period (the Issuer's 2014, 2015, and 2016 fiscal years). The amount of such increase will determine the actual number of shares of the Issuer's Class A common stock into which the performance shares will be converted. The conversion percentage will range from 100% at target level attainment to 600% at maximum level attainment or above. (footnote continued below) (footnote continued from 1 above) The Reporting Person will vest in one-third of the shares of the Issuer's Class A common stock into which the performance shares are so converted for each fiscal year within the performance period that the Reporting Person remains in the Issuer's employ. The performance shares will immediately convert into fully-vested shares of the Issuer's Class A common stock at target level or above upon certain changes in control or ownership of Apollo Global, Inc. or the Issuer. When the vested shares of the Issuer's Class A common stock become issuable following the satisfaction of the performance-vesting and service-vesting requirements, a portion of those shares will be withheld by the Issuer to cover the applicable withholding taxes. The performance share award does not include any dividend equivalent rights. Includes (i) 24,930 shares of the Issuer's Class A common stock subject to Restricted Stock Units ("RSUs") granted August 13, 2013, and (ii) 1,468 shares of the Issuer's Class A common stock subject to RSUs granted May 15, 2011. The 24,930 shares underlying the August 13, 2013 RSUs will be issued when those units vest as follows: 20% of the RSUs will vest upon the Reporting Person's continuation in service with the Issuer through August 13, 2014, and the balance will vest in a series of two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the second and third anniversaries of the August 13, 2013 grant date. (footnote continued below) (continued from footnote 3 above) The 1,468 shares underlying the May 15, 2011 RSUs will be issued when those units vest in two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the May 15, 2014 and May 15, 2015 vesting dates. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer. Does not include (i) 12,465 target shares of the Issuer's Class A common stock subject to the reported performance share award, (ii) 7,647 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on October 25, 2012 or (iii) 4,740 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2011. Those performance shares will not actually convert into any shares of the Issuer's Class A common stock unless the applicable performance goals are attained at threshold level or above. By Brian L. Swartz for Curtis M. Uehlein 2013-11-26