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PERDOCEO EDUCATION Corp Proxy Solicitation & Information Statement 2021

Apr 20, 2021

31526_rns_2021-04-20_007d38b5-b235-4195-860c-1952d6bb34ff.zip

Proxy Solicitation & Information Statement

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DEFA14A 1 d75977ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:

Preliminary Proxy Statement
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material under § 240.14a-12

Perdoceo Education Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

No fee required.
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
Fee paid previously with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the
previous filing by registration statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
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Your Vote Counts! PERDOCEO EDUCATION CORPORATION 2021 Annual Meeting Vote by June 2, 2021 11:59 PM ET PERDOCEO EDUCATION CORPORATION ATTN: MICHELE CHAFFEE 231 N MARTINGALE ROAD SCHAUMBURG, IL 60173 D46165-P48724 You invested in PERDOCEO EDUCATION CORPORATION and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy material for the stockholder meeting to be held on June 3, 2021. Get informed before you vote View the Notice and Proxy Statement and Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 20, 2021. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to [email protected]. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy. For complete information and to vote, visit www.ProxyVote.com Control # Smartphone users Point your camera here and vote without entering a control number Vote in Person at the Meeting* June 3, 2021 9:00 AM CDT Perdoceo Education Corporation Campus Support Center 231 North Martingale Road Schaumburg, IL 60173 *Please check the meeting materials for any special requirements for meeting attendance. At the meeting, you will need to request a ballot to vote these shares. V1

Vote at www.ProxyVote.com THIS IS NOT A VOTABLE BALLOT This is an overview of the proposals being presented at the upcoming stockholder meeting. Please follow the instructions on the reverse side to vote these important matters. Board Recommends Voting Items 1. Election of Directors Nominees: 1a.Dennis H. Chookaszian For 1b.Kenda B. Gonzales For 1c.Patrick W. Gross For 1d.William D. Hansen For 1e.Gregory L. Jackson For 1f.Thomas B. Lally For 1g.Todd S. Nelson For 1h.Leslie T. Thornton For 1i. Alan D. Wheat For 2. Advisory Vote to Approve Executive Compensation Paid by the Company to its Named Executive Officers. For 3. Approval of the Perdoceo Education Corporation Amended and Restated 2016 Incentive Compensation Plan. For 4. Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting For firm for the year ending December 31, 2021. NOTE: Such other business as may properly come before the meeting or any adjournment thereof. Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Sign up for E-delivery”. D46166-P48724