2 unchanged sentences
Total Number of Shares Purchased Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1) Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (2) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)(3)
−Removed: July 1, 2025 — — — 579,579 5,979,687
−Removed: July 1, 2025 - July 31, 2025 — — — 585,438 5,979,687
−Removed: August 1, 2025 - August 31, 2025 — — — 604,111 5,979,687
−Removed: September 1, 2025 - September 30, 2025 — — — 604,111 5,979,687
+Added: January 1, 2026 — — — — 5,979,687
+Added: January 1 - January 31, 2026 — — — 66,582 5,979,687
+Added: February 1 - February 28, 2026 — — — 297,411 5,979,687
+Added: March 1 - March 31, 2026 17,840 56.07 17,840 — 48,999,720
Total 17,840 $ 56.07 17,840 — $ 48,999,720
−Removed: (1) On December 9, 2011, our Board of Directors, or Board, approved a stock repurchase program for our common stock, under which we could annually purchase up to the cumulative number of shares issued or deemed issued in each year under our equity incentive and stock purchase plans.
−Removed: Repurchases may be made from time to time in the open market at prevailing market prices or in privately negotiated transactions based on business and market conditions.
−Removed: The stock repurchase program does not obligate us to repurchase any shares, may be suspended or discontinued at any time, and is funded using our available cash.
−Removed: (2) On May 2, 2019, our Board of Directors authorized the repurchase of up to $35.0 million of shares of our common stock, and on December 5, 2019, our Board approved an additional authorization of up to $25.0 million of shares.
−Removed: On November 27, 2023, our Board approved an additional authorization of up to $10.0 million of shares.
−Removed: We may purchase shares at management’s discretion in the open market, in privately negotiated transactions, in transactions structured through investment banking institutions, or a combination of the foregoing.
−Removed: We may from time to time enter into Rule 10b5-1 plans to facilitate repurchases of shares under this authorization.
−Removed: The amount and timing of repurchases are subject to a variety of factors, including liquidity, cash flow, stock price, and general business and market conditions.
−Removed: We have no obligation to repurchase shares and may modify, suspend, or discontinue the repurchase program at any time.
−Removed: 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 plan.
−Removed: (3) During the three months ended September 30, 2025, we were deemed to have repurchased 6,882 shares of common stock forfeited by employees to satisfy minimum tax-withholding requirements in connection with the vesting of restricted stock grants.
−Removed: These repurchases were not part of the stock repurchase program authorized by our Board as described in footnotes 1 and 2 of this table.
+Added: (1) On March 10, 2026, our Board approved a common stock repurchase program of up to $50.0 million in the aggregate.
+Added: This program replaces the prior repurchase authorizations described in footnotes 3 and 4 of this table.
+Added: (2) On December 9, 2011, our Board approved a common stock repurchase program under which we could annually purchase up to the cumulative number of shares issued or deemed issued in that year under our equity incentive and stock purchase plans.
+Added: The authorization under this repurchase program was terminated in connection with our March 2026 purchase authorization as described in footnote 2 of this table.
+Added: (3) On May 2, 2019, our Board approved a common stock repurchase program of up to $35.0 million, and on December 5, 2019, our Board approved an additional authorization of up to $25.0 million.
+Added: Further, on November 27, 2023, our Board approved an additional authorization of up to $10.0 million.
+Added: The authorization under this program was terminated in connection with our March 2026 purchase authorization as described in footnote 2 of this table.
Defaults Upon Senior Securities
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Other Information
−Removed: During the three months ended September 30, 2025, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
+Added: During the three months ended March 31, 2026, none of our directors or officers adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K, except as described in the table below.
+Added: Name and Title Date Adopted Character of trading Agreement Aggregate Number of Shares of Common Stock to be (Sold) Purchased Pursuant to Trading Agreement Duration
+Added: SVP, General Counsel and Secretary
+Added: Modification (March 16, 2026) (1) Rule 10b5-1 Trading Arrangement Up to ( 14,000 ) (2)
+Added: 12/31/2026 (3)
+Added: (1) On March 16, 2026, Mr.
+Added: Beckett modified his Rule 10b5-1 trading arrangement adopted on November 24, 2025, or the Original Beckett Arrangement.
+Added: A description of the material terms of the Original Beckett Arrangement is incorporated herein by reference from the Annual Report.
+Added: The modification constituted a termination of the Original Beckett Arrangement and the adoption of a new Rule 10b5-1 trading arrangement, or the Modified Beckett Arrangement, pursuant to Rule 10b5-1 under the Exchange Act.
+Added: Sales under the Modified Beckett Arrangement will not begin until expiration of the applicable 90-day cooling-off period, or June 15, 2026.
+Added: (2) The figure presented represents shares to be sold upon the vesting of equity awards.
+Added: The actual number of shares under the Modified Beckett Arrangement may be different than the aggregate number of shares listed due to tax withholdings.
+Added: (3) The Modified Beckett Arrangement will expire upon the earlier to occur of the completion of all eligible sales during the final sale period from December 15, 2026, through December 31, 2026, and December 31, 2026.
Exhibit Description
+Added: 10.1* Credit Agreement, dated March 9, 2026, by and among American Public Education, Inc., the Guarantors, the Lenders and Issuing Lenders from time to time party thereto, and PNC Bank, National Association (1)
+Added: 10.2* Security and Pledge Agreement, dated March 9, 2026, by and among American Public Education, Inc., the Obligors party thereto, and PNC Bank, National Association (1)
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)
+Added: * Portions of this exhibit have been redacted or omitted in compliance with Regulation S-K Item 601(b) and will be furnished supplementally upon request to the SEC.
+Added: (1) Incorporated by reference to exhibit filed with Registrant’s Annual Report on Form 10-K (File No.
+Added: 001-33810), filed with the SEC on March 12, 2026.
(2) Filed herewith.
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AMERICAN PUBLIC EDUCATION, INC.
−Removed: /s/ Angela Selden November 10, 2025
+Added: /s/ Angela Selden May 11, 2026
Angela Selden
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/s/ Edward H.
−Removed: Codispoti November 10, 2025
+Added: Codispoti May 11, 2026
Executive Vice President and Chief Financial Officer
1 unchanged sentence
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.