0001209191-12-019068.txt : 20120319 0001209191-12-019068.hdr.sgml : 20120319 20120319190209 ACCESSION NUMBER: 0001209191-12-019068 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120315 FILED AS OF DATE: 20120319 DATE AS OF CHANGE: 20120319 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: D'Amico Joseph Lawrence CENTRAL INDEX KEY: 0001387816 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25232 FILM NUMBER: 12701833 MAIL ADDRESS: STREET 1: 4025 S RIVERPOINT PKWY STREET 2: CF-KX01 CITY: PHOENIX STATE: AZ ZIP: 85040 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: APOLLO 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: 4615 EAST ELWOOD ST CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 6029665394 MAIL ADDRESS: STREET 1: 4615 E ELWOOD STREET CITY: PHOENIX STATE: AZ ZIP: 85040 4 1 c28023_4x0.xml MAIN DOCUMENT DESCRIPTION X0304 4 2012-03-15 0000929887 APOLLO GROUP INC APOL 0001387816 D'Amico Joseph Lawrence 4025 S. RIVERPOINT PKWY PHOENIX AZ 85040 0 1 0 0 President and COO Class A Common Stock 2012-03-15 4 F 0 3842 42.59 D 166821 D Represents shares of the Issuer's Class A common stock withheld to satisfy the Issuer's tax withholding obligation upon the vesting of restricted stock units (RSUs) and the issuance of the underlying shares of Class A common stock. Includes (i) 44,660 shares of the Issuer's Class A common stock subject to RSUs granted on July 6, 2011, (ii) 12,472 shares of the Issuer's Class A common stock subject to RSUs granted on January 18, 2011, (iii) 30,165 shares of the Issuer's Class A common stock subject to RSUs granted on July 6, 2010, and (iv) 5,984 shares of the Issuer's Class A common stock subject to RSUs granted July 2, 2009. The 44,660 shares underlying the July 6, 2011 RSUs will be issued when those units vest (subject to an initial performance-vesting requirement) as follows: 25% of the RSUs will vest upon the Reporting Person's continuation in service with the Issuer through August 31, 2012 and the balance of the RSUs will vest in three successive equal annual installments upon the Reporting Person's continuation in service with the Issuer though each of the July 6, 2013, July 6, 2014 and July 6, 2015 vesting dates. The 12,472 shares underlying the January 18, 2011 RSUs will vest in 6 successive equal monthly installments upon the Reporting Person's completion of each month of service (footnote continued below) (continued from footnote 2 above) over the period beginning March 16, 2012 and ending August 31, 2012, with the sixth such monthly installment to vest on August 31, 2012 and with the shares of Class A common stock that vest under those 6 installments to be issued on September 15, 2012. The 30,165 shares underlying the July 6, 2010 RSUs will be issued as those units vest in three successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the July 6, 2012, July 6, 2013, and July 6, 2014 vesting dates. (footnote continued below) (continued from footnote 3 above) The 5,984 shares underlying the July 2, 2009 RSUs will be issued as those units vest in two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the July 2, 2012, and July 2, 2013 vesting dates. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer. The July 6, 2011 and July 6, 2010 RSU awards may also continue to vest (in accordance with the stated annual vesting dates) following the Reporting Person's cessation of service with the Issuer under certain defined circumstances. (footnote continued below) (continued from footnote 4 above) Does not include (i) 2,370 shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on October 5, 2011, (ii) 17,382 shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2011 and (iii) 14,196 shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2010. Those awards will not actually convert into any shares unless the applicable performance goals are attained at threshold level or above. Also includes 135 and 116 shares of the Issuer's Class A common stock acquired under the Issuer's Employee Stock Purchase Plan on October 7, 2011 and January 9, 2012, respectively. By Brian L. Swartz for Joseph L. D'Amico 2012-03-19