X0306 4 2017-03-06 0 0001046568 CAREER EDUCATION CORP CECO 0001316824 Ayers Jeffrey David CAREER EDUCATION CORPORATION 231 N. MARTINGALE ROAD SCHAUMBURG IL 60173 0 1 0 0 SVP, General Counsel Common Stock 2017-03-06 4 A 0 9916 0.00 A 148115 D Non-Qualified Stock Option (right to buy) 8.30 2017-03-06 4 A 0 29096 0.00 A 2027-03-06 Common Stock 29096 29096 D Restricted stock units granted pursuant to the Career Education Corporation 2016 Incentive Compensation Plan, with each unit representing the contingent right to receive one share of Issuer's common stock. The units shall vest in four equal installments on each of March 14, 2018, 2019, 2020 and 2021. Includes 112,899 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. Exercisable in four equal installments on each of March 14, 2018, 2019, 2020 and 2021. Jeffrey D. Ayers by POA: Gail B. Rago 2017-03-08