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Filing Details

Accession Number:: 0000929887-14-000133
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2014-09-04 19:44:49
Reporting Period:: 2014-09-02

Filing Date:: 2014-09-04
Accepted Time:: 2014-09-04 19:44:49
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
929887	Apollo Education Group Inc	APOL	Services-Educational Services (8200)	860419443

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1500332	Sean Martin	4025 S. Riverpoint Pkwy Phoenix AZ 85040	Svp, General Counsel	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2014-09-02	3,100	$28.10	4,088	No	4	S	Indirect	Martin Family Trust U/A Dtd 1/21/10

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	Martin Family Trust U/A Dtd 1/21/10

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	136,175	Direct

Footnotes

Includes (i) 37,024 shares of the Issuer's Class A common stock subject to Restricted Stock Units ("RSUs") granted August 12, 2014, (ii) 12,345 shares of the Issuer's Class A common stock subject to RSUs granted August 12, 2014, (iii) 24,930 shares of the Issuer's Class A common stock subject to RSUs granted August 13, 2013, (iv) 46,860 shares of the Issuer's Class A common stock subject to RSUs granted August 13, 2013, (v) 9,494 shares of the Issuer's Class A common stock subject to RSUs granted July 2, 2012, (vi) 3,266 shares of the Issuer's Class A common stock subject to RSUs granted July 6, 2011, and (vii) 2,256 shares of the Issuer's Class A common stock subject to RSUs granted October 15, 2010. (footnote continued below)
(continued from footnote 1 above) The 37,024 shares listed in (i) above will be issued when those units vest (subject to an initial performance-vesting requirement) in a series of four successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 31, 2015, August 12, 2016, August 12, 2017, and August 12, 2018 vesting dates. The 12,345 shares listed in (ii) above will be issued when those units vest (subject to an initial performance-vesting requirement) in a series of three successive installments over the Reporting Person's period of service with the Issuer as follows: 20% of the RSUs will vest upon the Reporting Person's continuation in service through the August 31, 2015 vesting date, and the balance will vest in two successive equal annual installments upon the Reporting Person's continuation in service through each of the August 12, 2016 and August 12, 2017 vesting dates. (footnote continued below)
(continued from footnote 2 above) The 24,930 shares listed in (iii) above will be issued when those units vest (subject to an initial performance-vesting requirement) in a series of three successive installments over the Reporting Person's period of service with the Issuer as follows: 20% of the RSUs will vest upon the Reporting Person's continuation in service through the August 31, 2014 vesting date, and the balance will vest in two successive equal annual installments upon the Reporting Person's continuation in service through each of the August 13, 2015 and August 13, 2016 vesting dates. The 46,860 shares listed in (iv) above will be issued when those units vest (subject to an initial performance-vesting requirement) in a series of four successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 31, 2014, August 13, 2015, August 13, 2016, and August 13, 2017 vesting dates. (footnote continued below)
(continued from footnote 3 above) The 9,494 shares listed in (v) above will be issued when those units vest in a series of two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the July 2, 2015 and July 2, 2016 vesting dates. The 3,266 shares listed in (vi) above will be issued when those units vest upon the Reporting Person's continuation in service with the Issuer through the July 6, 2015 vesting date. The 2,256 shares listed in (vii) above will be issued when those units vest upon the Reporting Person's continuation in service with the Issuer through the October 15, 2014 vesting date. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer.
Does not include (i) 5,781 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 2, 2012, (ii) 594 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on October 5, 2011, or (iii) 3,162 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2011. Those awards will not actually convert into any shares of the Issuer's Class A common stock unless the applicable performance goals are attained at threshold level or above.
The reported transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 25, 2013.
Represents the weighted average sale price per share. The actual sale prices ranged from a low of $27.95 to a high of $28.24. The Reporting Person will provide upon request by the Securities and Exchange Commission, the Issuer or any security holder of the Issuer full information regarding the number of shares sold at each separate price.
By self as co-trustee and beneficiary of the Martin Family Trust U/A dated January 21, 2010.