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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Class B Common Stock | $ 0 (1) | 05/14/2018 | M | 20,380 | (2) | (2) | Class A Common Stock | 20,380 | $ 0 | 72,698 | D | ||||
Restricted Stock Units | (3) | 05/14/2018 | M | 20,380 | 05/14/2018(2) | (2) | Class B Common Stock | 20,380 | $ 0 | 0 | D | ||||
Class B Common Stock | $ 0 (1) | 05/14/2018 | F | 9,769 | (4) | (4) | Class A Common Stock | 9,769 | $ 14.57 | 62,929 | D | ||||
Class B Common Stock | $ 0 (1) | 05/14/2018 | C | 10,611 | (1) | (1) | Class A Common Stock | 10,611 | $ 0 | 52,318 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Serck-Hanssen Eilif 650 S. EXETER STREET 12TH FLOOR BALTIMORE, MD 21202 |
X | Chief Executive Officer |
/s/ Sean P. Mulcahy, Attorney-in-Fact | 05/16/2018 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
(1) | 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. |
(2) | As previously reported in footnote 7 on the Form 3 filed by the reporting person with the U.S. Securities and Exchange Commission on January 31, 2017, 20,380 Restricted Stock Units ("RSUs") became vested on May 14, 2018 (the "Vesting Date"). |
(3) | Each RSU represents the right to receive one share of Class B Common Stock. |
(4) | On the trading day immediately prior to the Vesting Date, the closing price of one share of Class A Common Stock traded on the NASDAQ Global Select Market was $14.57. On May 14, 2018, 9,769 shares of the Class B Common Stock otherwise issuable upon the vesting of the RSUs were forfeited to pay the applicable withholding taxes due in connection with the vesting of the 20,380 RSUs. |