9 unchanged sentences
There were no changes in our internal control over financial reporting during the quarter ended December 31, 2022 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
−Removed: Effective October 1, 2021, as part of our ongoing cost-reduction efforts, we outsourced the majority of our information technology activities to a third-party service provider.
−Removed: These changes were not made in response to any identified deficiency or weakness in the Company’s internal control over financial reporting.
Other Information
11 unchanged sentences
Marcelo Barbalho Cardoso 51 Executive Vice President and Chief Operating Officer
−Removed: Grace 58 Chief Human Resources Officer
Sinkfield III 53 Chief Legal Officer and Chief Ethics & Compliance Officer
2 unchanged sentences
Serck-Hanssen served as our President and Chief Administrative Officer as well as our Chief Financial Officer.
−Removed: From July 2008 through March 2017, Mr.
+Added: From 2008 to March 2017, Mr.
Serck-Hanssen served as our Executive Vice President and Chief Financial Officer.
−Removed: From February 2008 until July 2008, Mr.
+Added: Before joining the Company, Mr.
Serck-Hanssen served as Chief Financial Officer and President of International Operations at XOJET, Inc.
−Removed: In January 2005, Mr.
−Removed: Serck-Hanssen was part of the team that founded Eos Airlines, Inc., a premium airline, and until February 2008, Mr.
−Removed: Serck-Hanssen served as its executive vice president and chief financial officer.
+Added: and was part of the team that founded premium airline, Eos Airlines, Inc., where he served Executive Vice President and Chief Financial Officer.
Prior to starting Eos Airlines, Mr.
−Removed: Serck-Hanssen served in several financial executive positions at US Airways, Inc.
+Added: Serck-Hanssen served in several executive positions at US Airways, Inc.
(now American Airlines, Inc.) and Northwest Airlines, Inc.
(now Delta Airlines, Inc.), including serving as a Senior Vice President and Treasurer of US Airways, Inc.
−Removed: Prior to joining the airline industry, Mr.
−Removed: Serck-Hanssen spent over five years with PepsiCo, Inc., in various international locations and three years with PricewaterhouseCoopers LLP (formerly Coopers & Lybrand Deloitte) in London.
+Added: Before joining the airline industry, Mr.
+Added: Serck-Hanssen spent over five years with PepsiCo, Inc.
+Added: in various international locations and three years with PricewaterhouseCoopers LLP (formerly Coopers & Lybrand Deloitte) in London.
He is an Associate Chartered Accountant (ACA) and a member of the Institute of Chartered Accountants in England and Wales.
−Removed: Serck-Hanssen earned a B.A.
−Removed: from the University of Kent at Canterbury (United Kingdom), a B.S.
−Removed: from the Bergen University College (Norway) and an M.B.A.
+Added: Serck-Hanssen earned a B.S.
+Added: in civil engineering from the Western Norway University of Applied Sciences, a B.A.
+Added: in management science from the University of Kent at Canterbury (United Kingdom), and an M.B.A.
from the University of Chicago Booth School of Business.
3 unchanged sentences
Buskirk was a CPA with Ernst & Young LLP, and an investment banker with Deutsche Bank, and worked for multiple global brands, including Vodafone, NII Holdings, Inc.
−Removed: (formerly Nextel International) and Sprint/Nextel in a range of financial, strategy and operations positions.
+Added: (formerly Nextel International) and Sprint/Nextel in a range of financial, strategy and advisory positions.
Buskirk earned a B.S.
1 unchanged sentence
from Columbia University and London Business School.
−Removed: Marcelo Barbalho Cardoso has served as our Executive Vice President and Chief Operating Officer since June 2021 and as our Chief Executive Officer of Laureate Brazil from 2019 to June 2021.
−Removed: Cardoso has been with Laureate since 2011, holding several leadership positions across our Brazil operations including Global Chief Transformation Officer during 2019, Chief Operating Officer of Laureate Brazil from 2017 to 2018, and Vice President of Operations and President of FMU from 2013 to 2017.
+Added: Marcelo Barbalho Cardoso has served as our Executive Vice President and Chief Operating Officer since June 2021 and has also served as our Chief Executive Officer, Mexico since June 2022.
+Added: Cardoso has been with Laureate since 2011, holding several leadership positions across our Brazil operations including Chief Executive Officer of Laureate Brazil from 2019 to June 2021, Global Chief Transformation Officer during 2019, Chief Operating Officer of Laureate Brazil from 2017 to 2018, and Vice President of Operations and President of FMU from 2013 to 2017.
Prior to joining Laureate, Mr.
1 unchanged sentence
Cardoso earned an undergraduate degree in chemical engineering from Universidade Estadual de Campinas (Brazil) and an MBA in management from the University of Michigan.
−Removed: Grace has served as our Chief Human Resources Officer since May 2018.
−Removed: Prior to joining the Company, Mr.
−Removed: Grace served as the Chief Human Resources Officer for Toys“R”Us, Inc.
−Removed: from September 2015 to May 2018.
−Removed: From March 2014 to September 2015, he served as Group Vice President of Human Resources at L’Oréal Group, and from 2002 to March 2014, he served as Senior Vice President of Human Resources for the Americas at Schindler Elevator Corporation.
−Removed: Grace earned a B.A.
−Removed: from the State University of New York at Fredonia and an M.S.
−Removed: from West Virginia University.
Sinkfield III has served as our Chief Legal Officer and Chief Ethics & Compliance Officer since June 2020.
5 unchanged sentences
offices of Sidley Austin LLP and Akin Gump Strauss Hauer & Feld LLP.
−Removed: He also has taught as an adjunct professor at the George Washington University Law School and has served on multiple non-profit boards in the United States and across Latin America.
+Added: He also has taught as an adjunct professor at the George Washington University Law School and has served on
+Added: multiple non-profit boards in the United States and across Latin America.
Sinkfield earned a B.S.F.S.
1 unchanged sentence
from Harvard Law School.
−Removed: Except as described below, during the past ten years (i) no petition has been filed under federal bankruptcy laws or any state insolvency laws by or against any of our executive officers, (ii) no receiver, fiscal agent or similar officer was appointed by a court for the business or property of any of our executive officers and (iii) none of our executive officers was an executive officer of any business entity or a general partner of any partnership at or within two years before the filing of a petition under the federal bankruptcy laws or any state insolvency laws by or against such entity.
−Removed: In September 2017, during the time that Mr.
−Removed: Grace was an executive officer at Toys“R”Us, Inc., that company filed for protection under Chapter 11 of the U.S.
−Removed: Bankruptcy Code.
Executive Compensation
58 unchanged sentences
10-Q 001-38002 2.2 11/04/2021
+Added: 2.17 First Amendment dated April 19, 2022 to the Transaction Agreement, dated October 30, 2020, by and among Laureate Education, Inc., Laureate Netherlands Holding B.V., ICE Inversiones Brazil, SL, Rede Internacional de Universidades Laureate Ltda., Ânima Holding S.A., and VC Network Educação S.A.
+Added: 10-Q 001-38002 2.1 08/04/2022
3.1 Amended and Restated Certificate of Incorporation
7 unchanged sentences
4.1* Description of Capital Stock of Laureate Education, Inc.
−Removed: 10.1† 2007 Stock Incentive Plan for Key Employees of Laureate Education, Inc.
−Removed: and its Subsidiaries
−Removed: S-1/A 333-207243 10.31 11/20/2015
−Removed: 10.2† 2007 Stock Incentive Plan Form of Stock Option Agreement, as amended on August 31, 2010
−Removed: S-1/A 333-207243 10.32 11/20/2015
10.1† 2013 Long-Term Incentive Plan Form of Stock Option Agreement effective as of September 11, 2013
S-1/A 333-207243 10.34 11/20/2015
−Removed: 10.4† Laureate Education, Inc.
−Removed: Deferred Compensation Plan, as amended and restated effective January 1, 2009
−Removed: S-1/A 333-207243 10.35 11/20/2015
10.2† Form of Management Stockholder’s Agreement for equityholders
30 unchanged sentences
and the other parties thereto
+Added: 10-K 001-38002 10.16 02/24/2022
10.14 Amended and Restated Registration Rights Agreement by and among Wengen Alberta, Limited Partnership, Wengen Investments Limited, Laureate Education, Inc.
1 unchanged sentence
8-K 001-38002 10.2 02/06/2017
−Removed: 10.18† Amendment to the 2007 Stock Incentive Plan for Key Employees of Laureate Education, Inc.
−Removed: and its Subsidiaries
−Removed: 10-K 001-38002 10.76 03/29/2017
10.15 Amended and Restated Guarantee, dated as of April 26, 2017, by Laureate Education, Inc.
15 unchanged sentences
10-Q 001-38002 10.57 11/05/2020
+Added: 10.20* Second Amendment dated as of December 23, 2022 to Third Amended and Restated Credit Agreement, dated as of July 20, 2020, by Laureate Education, Inc.
+Added: and Citibank, N.A., as administrativ e agent
10.21† Laureate Education, Inc.
10 unchanged sentences
10.26† Amended and Restated 2013 Long‑Term Incentive Plan Form of Time-based Stock Option Agreement for 2018 Grants
+Added: 10-K 001-38002 10.29 02/24/2022
10.27† Amended and Restated 2013 Long‑Term Incentive Plan Form of Time-based Stock Option Agreement for 2019 Grants
+Added: 10-K 001-38002 10.30 02/24/2022
10.28† Amended and Restated 2013 Long‑Term Incentive Plan Form of Restricted Stock Units Notice and Agreement for 2020 Grants
+Added: 10-K 001-38002 10.31 02/24/2022
10.29† Amended and Restated 2013 Long‑Term Incentive Plan Form of Restricted Stock Units Notice and Agreement for 2021-2022 Grants for Certain Executives
+Added: 10-K 001-38002 10.32 02/24/2022
10.30† Amended and Restated 2013 Long‑Term Incentive Plan Form of Performance Share Units Notice and Agreements for 2019-2020 Grants
+Added: 10-K 001-38002 10.33 02/24/2022
10.31† Amended and Restated 2013 Long‑Term Incentive Plan Form of Performance Share Units Notice and Agreement for 2021-2022 Grants
+Added: 10-K 001-38002 10.34 02/24/2022
Exhibit Description Form File Number Exhibit
10.32† 2013 Long-Term Incentive Plan Form of Restricted Stock Units Agreement for Non-Employee Directors
−Removed: 10.36† Employment Offer Letter, dated November 6, 2017, between Laureate Education, Inc.
−Removed: and Jean-Jacques Charhon
10-K 001-38002 10.35 02/24/2022
3 unchanged sentences
10-Q 001-38002 10.64 08/08/2019
−Removed: 10.39†◊ Form of Retention Letter for Certain Corporate Executives
+Added: 10.35† Form of Director and Officer Indemnity Agreement
10-Q 001-38002 10.1 08/04/2022
−Removed: 10.40† Form of Retention/Transaction Bonus Letter for Certain Regional Executives
+Added: 10.36†◊ Form of Retention Letter for Certain Corporate Executives
10-Q 001-38002 10.53 05/07/2020
+Added: 10.37† Letter Agreement dated October 9, 2022 between Laureate Education, Inc.
+Added: and Eilif Serck-Hanssen
+Added: 8-K 001-38002 10.1 10/14/2022
10.38† Promotion Offer Letter, dated July 8, 2020, between Laureate Education, Inc.
5 unchanged sentences
10-K 001-38002 10.46 02/25/2021
−Removed: 10.43*† 2021 Annual Incentive Plan for Certain Executives
10.40† Promotion Offer Letter, dated March 16, 2021, between Laureate Education, Inc.
and Richard M.
+Added: 10-K 001-38002 10.44 02/24/2022
10.41†◊ Retention Letter, dated April 28, 2020, between Laureate Education, Inc.
and Richard M.
+Added: 10-K 001-38002 10.45 02/24/2022
10.42† Independent Contractor and Consultant Agreement, dated May 28, 2021, between Laureate Education, Inc.
and Marcelo Barbalho Cardoso
+Added: 10-K 001-38002 10.46 02/24/2022
+Added: 10.43*† Amendment dated July 21, 2022 to Independent Contractor and Consultant Agreement, dated May 28, 2021, between Laureate Education, Inc., Marcelo Barbalho Cardoso and MC Consultoria and Assesoria Empresarial LTDA
+Added: 10.44*† Second Amendment to Independent Contractor and Consultant Agreement as of March 1, 2022 between Laureate Education, Inc.
+Added: and MC Consultoria and Assesoria Empresarial LTDA
+Added: 10.45† Form of 2022 Annual Incentive Plan for Certain Executives
+Added: 10-Q 001-38002 10.1 05/05/2022
21.1* List of Subsidiaries of the Registrant
33 unchanged sentences
Chairman of the Board February 23, 2023
−Removed: CARROLL Director February 24, 2022
/s/ ANDREW B.
COHEN Director February 23, 2023
−Removed: /s/ WILLIAM L.
−Removed: CORNOG Director February 24, 2022
/s/ PEDRO DEL CORRO Director February 23, 2023
Pedro del Corro
−Removed: /s/ MICHAEL J.
−Removed: DURHAM Director February 24, 2022
+Added: /s/ BARBARA MAIR Director February 23, 2023
/s/ GEORGE MUÑOZ Director February 23, 2023
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.