PERDOCEO EDUCATION Corp — Director's Dealing 2019

Mar 18, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAREER EDUCATION CORP (CECO)
CIK: 0001046568
Period of Report: 2019-03-14

Reporting Person: Ayers Jeffrey David (SVP, General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-14	Common Stock	F	607	$16.32	Disposed	204624	Direct
2019-03-14	Common Stock	F	1323	$16.32	Disposed	203301	Direct
2019-03-14	Common Stock	F	1099	$16.32	Disposed	202202	Direct
2019-03-14	Common Stock	F	854	$16.32	Disposed	201348	Direct
2019-03-14	Common Stock	F	776	$16.32	Disposed	200572	Direct
2019-03-14	Common Stock	M	2069	—	Acquired	202641	Direct
2019-03-14	Common Stock	D	2069	$16.32	Disposed	200572	Direct
2019-03-14	Common Stock	M	4515	—	Acquired	205087	Direct
2019-03-14	Common Stock	D	4515	$16.32	Disposed	200572	Direct
2019-03-14	Common Stock	F	7746	$16.32	Disposed	192826	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-14	Cash-Settled RSU	$	M	2069	Disposed	2019-03-14	Common Stock (2069)	Direct
2019-03-14	Cash-Settled RSU	$	M	4515	Disposed	2020-03-14	Common Stock (4515)	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 122,285 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 one installment on March 14, 2020.