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


based upon their review of the overall performance of the Company for the 2013 fiscal year.
As a result, the total bonus earned by Mr. Cappelli under the plan was in a dollar amount equal to 124% of his target bonus for the year and the total bonus earned by each of the other named executive officers under the plan was in a dollar amount equal to 134% of his/her target bonus for the year.
C.
Long-Term Incentives
(1) Award Structure for 2013 Fiscal Year. For the 2013 fiscal year, the Compensation Committee decided to alter the composition of the equity awards that were made to the named executive officers from the composition used for the 2012 fiscal year. The Compensation Committee revised the mix so that the restricted stock units increased in percentage (59% of total grant-date value of equity granted to the executive officers for the 2013 fiscal year versus 55% for the 2012 fiscal year) and the more leveraged forms of award (stock options and performance share units) comprised a smaller percentage of the total grant-date value. The Compensation Committee felt that such change in the composition mix was warranted for the 2013 fiscal year because of the need to enhance retention in the challenging economic and regulatory environments in which we are currently operating.
Based on the formula utilized for the 2013 fiscal year, the aggregate grant-date values of the equity awards made to the named executive officers in July 2012 for the 2013 fiscal year were allocated as shown in the table below. The percentages for Mr. Cappelli relate to the portion of his multi-year awards allocable to the 2013 fiscal year:
 
 
Percentage Allocation of Grant-Date Award Value
Name
 
RSUs
 
Stock Options
 
Apollo Education Group PSUs
 
Apollo Global PSUs
Dr. Sperling
 
54%
 
18%
 
28%
 
—%
Mr. Cappelli
 
55%
 
22%
 
15%
 
8%
Mr. D’Amico
 
55%
 
18%
 
28%
 
—%
Mr. Swartz
 
65%
 
13%
 
22%
 
—%
Mr. Martin
 
69%
 
10%
 
21%
 
—%
Ms. Bishop
 
87%
 
1%
 
12%
 
—%
Mr. Sperling
 
95%
 
—%
 
5%
 
—%
The 2013 fiscal year long term incentive equity awards for our named executive officers that were made in July 2012 are shown in the following table and these values are different than the amounts reported in the Summary Compensation Table, which values are calculated in accordance with the SEC’s rules. As noted above in the Executive Summary, Mr. Cappelli did not receive an annual long term equity incentive grant for the 2013 fiscal year, and the amounts shown above for him represent the portion of the grant date value of his multi-year grants allocable to the 2013 fiscal year. The amounts shown for Mr. Cappelli do not include the retention stock option award granted to Mr. Cappelli in December 2012 and noted above in the Executive Summary. For all of the others, the grant-date fair value of stock options is based on a Black-Scholes formula and does not represent the intrinsic value of those options (the excess of the market price of our Class A Common Stock over the exercise price). For restricted stock unit awards, the grant-date value is tied to the market price of the underlying shares of the Class A common stock on the grant date. For performance share unit awards, the grant-date value is tied to the market price of the underlying shares of Class A common stock on the grant date and based on an assumed attainment of target level or other 100% level performance.

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