X0303 4 2009-08-31 0000929887 APOLLO GROUP INC APOL 0001237503 SPERLING JOHN G 4025 S. RIVERPOINT PKWY PHOENIX AZ 85040 1 1 1 0 Exec Chrmn of the Board Class A Common Stock 2009-08-31 4 F 0 5525 64.84 D 12265466 D Class A Common Stock 1578036 I Aurora Foundation Class A Common Stock 1357339 I John Sperling 1994 Irrevocable Trust Class A Common Stock 585974 I John Sperling Revocable Trust Represents shares of the Issuer's Class A common stock withheld to satisfy the Reporting Person's tax withholding obligation upon the vesting of restricted stock units and the issuance of the underlying shares of Class A common stock. Includes (i) 25,000 shares of the Issuer's Class A common stock subject to restricted stock units (RSUs) granted July 3, 2007, (ii) 10,251 shares of the Issuer's Class A common stock subject to RSUs granted October 31, 2008, and (iii) 31,852 shares of the Issuer's Class A common stock subject to RSUs granted July 2, 2009. The 25,000 shares underlying the July 3, 2007 RSUs will be issued when those units vest in two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 31, 2010 and August 31, 2011 vesting dates. The 10,251 shares underlying the October 31, 2008 RSUs will be issued when those units vest (subject to certification of the attainment of an initial performance-vesting requirement) in three successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 31, 2009, August 31, 2010 and August 31, 2011 vesting dates. (footnote continued below) (continued from Note 2 above). The 31,852 shares underlying the July 2, 2009 RSUs will be issued as those units vest (subject to an initial performance-vesting requirement) in four successive equal installments on each of the August 31, 2010, July 2, 2011, July 2, 2012 and July 2, 2013 vesting dates. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer. By self as trustee of the Aurora Foundation dated May 22, 1997. By self as co-trustee and beneficiary of the John Sperling 1994 Irrevocable Trust dated April 27, 1994. By self as trustee and beneficiary of the John Sperling Revocable Trust dated January 31, 1995. by Brian L. Swartz for John G. Sperling 2009-09-02