Apollo Education Group logo

SEC Filings

DEF 14C
APOLLO EDUCATION GROUP INC filed this Form DEF 14C on 12/27/2013
Entire Document
 


(23)
These performance share units were awarded on July 6, 2011 and have both performance-vesting and service-vesting conditions. The performance-vesting requirement for 80% of the performance shares is tied to the average of the annual percentage rates of growth or decline in the Company’s adjusted free cash flow for each of the Company’s 2012, 2013 and 2014 fiscal years, and the performance-vesting requirements for remaining 20% are tied the average credit earned per student by newly-enrolled bachelor-degree and associate-degree students, respectively, over the applicable measurement periods. The levels at which the various performance goals are attained will determine the actual number of shares of the Company’s Class A Common Stock into which the performance shares will be converted. The conversion percentages will range from 50% at threshold level attainment to 100% at target level attainment and 200% at maximum level attainment or above. The named executive officer will vest in one-third of the shares of the Company’s Class A Common Stock into which the performance shares are so converted for each fiscal year within the specified service period (the Company’s 2012, 2013, and 2014 fiscal years) that the named executive officer remains in the Company’s employ. Additionally, under the terms of Mr. D’Amico’s employment agreement, Mr. D’Amico is entitled to continued vesting of his existing equity awards after the termination of that agreement on the original vesting schedules for each such award.
(24)
These performance share units were awarded on October 5, 2011 and have both performance-vesting and service-vesting conditions. The performance-vesting requirement for 80% of the performance shares is tied to the average of the annual percentage rates of growth or decline in the Company’s adjusted free cash flow for each of the Company’s 2012, 2013 and 2014 fiscal years, and the performance-vesting requirements for remaining 20% are tied the average credit earned per student by newly-enrolled bachelor-degree and associate-degree students, respectively, over the applicable measurement periods. The levels at which the various performance goals are attained will determine the actual number of shares of the Company’s Class A Common Stock into which the performance shares will be converted. The conversion percentages will range from 50% at threshold level attainment to 100% at target level attainment and 200% at maximum level attainment or above. The named executive officer will vest in one-third of the shares of the Company’s Class A Common Stock into which the performance shares are so converted for each fiscal year within the specified service period (the Company’s 2012, 2013, and 2014 fiscal years) that the named executive officer remains in the Company’s employ. Additionally, under the terms of Mr. D’Amico’s employment agreement, Mr. D’Amico is entitled to continued vesting of his existing equity awards after the termination of that agreement on the original vesting schedules for each such award.
(25)
These performance share units were awarded on July 2, 2012 and have both performance-vesting and service-vesting conditions. The performance-vesting requirement for 75% of the performance shares is tied to the amount by which the adjusted free cash flow realized by the Company for the twelve-month period ending August 31, 2015 exceeds the adjusted free cash flow realized by the Company for the twelve-month period ending August 31, 2012, and the performance-vesting requirements for remaining 25% are tied to the amount by which the net revenue realized by the Company for the twelve-month period ending August 31, 2015 differs (in terms of the dollar amount of the positive increase or the negative decline) from net revenue realized by the Company for the twelve-month period ending August 31, 2012. The levels at which the various performance goals are attained will determine the actual number of shares of the Company’s Class A Common Stock into which the performance shares will be converted. The conversion percentages will range from 0% for non-attainment to 100% at minimum level attainment and up to 300% at maximum level attainment or above. The named executive officer will vest in one-third of the shares of the Company’s Class A Common Stock into which the performance shares are so converted for each fiscal year within the specified service period (the Company’s 2013, 2014, and 2015 fiscal years) that the named executive officer remains in the Company’s employ. Additionally, under the terms of Mr. D’Amico’s employment agreement, Mr. D’Amico is entitled to continued vesting of his existing equity awards after the termination of that agreement on the original vesting schedules for each such award.
(26)
These particular options will vest in two successive equal annual installments on the third and fourth one-year anniversaries of the October 15, 2010 grant or vesting commencement date upon the officer’s continuation in the Company’s employ through each such annual vesting date.
(27)
These particular restricted stock units will vest and the underlying shares of Class A Common Stock will be issued in two successive equal annual installments on the third and fourth one-year anniversaries of the October 15, 2010 grant or vesting commencement date for the award upon the officer’s continuation in the Company’s employ through each such annual vesting date.
(28)
These particular restricted stock units were awarded on August 13, 2013 and have both performance-vesting and service-vesting components. Upon the attainment of the applicable 2014 fiscal year adjusted net income performance goal, 20% of the restricted stock units will vest and the underlying shares of Class A Common Stock will be issued, and the balance of the restricted stock units will vest and the underlying shares of Class A Common Stock will be issued in a series of two successive equal annual installments on August 13, 2015 and August 13, 2016, respectively, upon the named executive officer’s continuation in the Company’s employ through each such annual vesting date.
(29)
As noted in footnote 22, these performance share units were awarded on July 6, 2010 and had both performance-vesting and service-vesting conditions. The amount of shares shown for Dr. Sperling represent two-thirds of his target amount of shares

50