Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: During the three months ended September 30, 2020, we did not repurchase any shares of our common stock.
+Added: During the three months ended March 31, 2021, we did not repurchase any shares of our common stock.
The table and footnotes below provide details regarding our repurchase programs (unaudited):
Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (1) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)(3)
−Removed: July 1, 2020 — $ — — 312,816 $ 8,396,734
−Removed: July 1, 2020 - July 31, 2020 — — — 317,924 8,396,734
−Removed: August 1, 2020 - August 31, 2020 — — — 331,841 8,396,734
−Removed: September 1, 2020 - September 30, 2020 — — — 331,841 8,396,734
+Added: January 1, 2021 — $ — — — $ 8,396,734
+Added: January 1, 2021 - January 31, 2021 — — — 213,243 8,396,734
+Added: February 1, 2021 - February 28, 2021 — — — 213,243 8,396,734
+Added: March 1, 2021 - March 31, 2021 — — — 327,641 8,396,734
Total — $ — — 327,641 $ 8,396,734
8 unchanged sentences
The authorization under this program is in addition to our repurchase program under which we may annually purchase up to the cumulative number of shares issued or deemed issued in that year under our equity incentive and stock purchase plans.
−Removed: (3) During the three month period ended September 30, 2020, we were deemed to have repurchased 5,395 shares of common stock forfeited by employees to satisfy minimum tax-withholding requirements in connection with the vesting of restricted stock grants.
+Added: (3) During the three month period ended March 31, 2021, we were deemed to have repurchased 89,823 shares of common stock forfeited by employees to satisfy minimum tax-withholding requirements in connection with the vesting of restricted stock grants.
These repurchases were not part of the stock repurchase program authorized by our Board of Directors as described in footnotes 1 and 2 of this table.
3 unchanged sentences
Exhibit Description
−Removed: 2.1 Membership Interest Purchase Agreement, dated October 28, 2020, by and among American Public Education, Inc., FAH Education, LLC, Rasmussen, LLC, and Rasmussen College, LLC.
−Removed: 10.1+ Amendment to Executive Employment Agreement dated September 23, 2020, by and between American Public Education, Inc.
−Removed: and Angela Selden
−Removed: 10.2+ Executive Employment Agreement dated June 29, 2020 by and among American Public University System, Inc., American P ublic Education , Inc.
−Removed: 10.3 Commitment Letter, dated October 28, 2020, by and among American Public Education, Inc., Macquarie Capital (USA) Inc.
−Removed: and Macquarie Capital Funding LLC.
+Added: 10.1 Commitment Letter Joinder, dated January 26, 2021, by and among American Public Education, Inc., Truist Bank, Truist Securities, Inc., Macquarie Capital (USA) Inc., and Macquarie Capital Funding LLC.
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
9 unchanged sentences
104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
−Removed: + Management contract or compensatory plan or arrangement.
−Removed: (1) Incorporated by reference to exhibit filed with the registrant’s Current Report on Form 8-K (File No.
−Removed: 001-33810) filed with the Commission on October 28, 2020.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
AMERICAN PUBLIC EDUCATION, INC.
−Removed: /s/ Angela Selden November 9, 2020
+Added: /s/ Angela Selden May 10, 2021
Angela Selden
3 unchanged sentences
Sunderland, Jr.
−Removed: November 9, 2020
Sunderland, Jr.
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.