PERDOCEO EDUCATION Corp — Director's Dealing 2014

May 30, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAREER EDUCATION CORP (CECO)
CIK: 0001046568
Period of Report: 2014-05-28

Reporting Person: SIMPSON REID E (SVP, CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-28	Common Stock	A	54612.0	$0.0	Acquired	54612	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-28	Non-Qualified Stock Option (right to buy)	$4.58	A	42556.0	Acquired	2024-05-28	Common Stock (42556)	Direct

Footnotes

F1: Restricted stock units granted pursuant to the Career Education Corporation 2008 Incentive Compensation Plan, with each restricted stock unit representing a contingent right to receive one share of common stock. The restricted stock units shall vest in four equal installments on each of June 14, 2015, 2016, 2017 and 2018.

F2: Exercisable in four equal annual installments on each of June 14, 2015, 2016, 2017, and 2018.