PERDOCEO EDUCATION Corp — Director's Dealing 2017

Sep 18, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAREER EDUCATION CORP (CECO)
CIK: 0001046568
Period of Report: 2017-09-14

Reporting Person: NELSON TODD S (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-09-14	Common Stock	F	6980	$9.82	Disposed	270598	Direct
2017-09-14	Common Stock	M	260417	—	Acquired	531015	Direct
2017-09-14	Common Stock	D	260417	$9.82	Disposed	270598	Direct
2017-09-14	Common Stock	M	14881	—	Acquired	285479	Direct
2017-09-14	Common Stock	D	14881	$9.82	Disposed	270598	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-09-14	Cash-Settled RSU	$	M	260417	Disposed	2017-09-14	Common Stock (260417)	Direct
2017-09-14	Cash-Settled RSU	$	M	14881	Disposed	2019-09-14	Common Stock (14881)	Direct

Footnotes

F1: Reflects shares of common stock surrendered to the Company to satisfy tax withholding obligations in connection with the vesting of restricted stock or stock units.

F2: Each cash-settled RSU is the economic equivalent of one share of Issuer's common stock.

F3: Includes 228,547 restricted stock units granted pursuant to the Career Education Corporation 2008 or 2016 Incentive Compensation Plans, with each unit representing the contingent right to receive one share of Issuer's common stock.

F4: The remaining cash-settled RSUs vest in two additional installments on September 14, 2018 and 2019.