X0206 3 2016-11-09 0 0001104349 CAPELLA EDUCATION CO CPLA 0001690199 Watt Andrew E 225 SOUTH SIXTH STREET 9TH FLOOR MINNEAPOLIS MN 55402 0 1 0 0 Senior Vice President Common Stock 6397 D Common Stock 447 I Held in 401(k) Plan Stock Option (right to buy) 89.09 2017-05-10 Common Stock 1300 D Stock Option (right to buy) 32.26 2023-02-20 Common Stock 827 D Stock Option (right to buy) 64.99 2024-02-19 Common Stock 1260 D Stock Option (right to buy) 65.40 2025-02-18 Common Stock 2877 D Stock Option (right to buy) 45.46 2026-02-21 Common Stock 6015 D 6397 shares are restricted stock units, which upon vesting, will be settled in shares of CPLA common stock on a 1:1 basis. The option is already fully vested and exercisable. The option will become vested and exercisable on February 21, 2017. The option will become vested and exercisable as to 630 shares on each of 2/20/17 and 2/20/18. The option will become vested and exercisable as to 959 shares on each of 2/19/17, 2/19/18, and 2/19/19. The option will become vested and exercisable in four equal, annual installments on 2/22/17, 2/22/18, 2/22/19 and 2/22/20. /s/ Kelly Jacobus, Attorney-in-Fact for Andrew E. Watt. 2016-11-18