0001019056-21-000287.txt : 20210510 0001019056-21-000287.hdr.sgml : 20210510 20210510163641 ACCESSION NUMBER: 0001019056-21-000287 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210506 FILED AS OF DATE: 20210510 DATE AS OF CHANGE: 20210510 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bartholdson John A. CENTRAL INDEX KEY: 0001382909 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-51371 FILM NUMBER: 21907817 MAIL ADDRESS: STREET 1: C/O STONINGTON PARTNERS, INC. STREET 2: 540 MADISON AVENUE, 25TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LINCOLN EDUCATIONAL SERVICES CORP CENTRAL INDEX KEY: 0001286613 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 571150621 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 EXECUTIVE DRIVE CITY: WEST ORANGE STATE: NJ ZIP: 07052 BUSINESS PHONE: 9737369340 MAIL ADDRESS: STREET 1: 200 EXECUTIVE DRIVE CITY: WEST ORANGE STATE: NJ ZIP: 07052 4 1 bartholdson.xml X0306 4 2021-05-06 0 0001286613 LINCOLN EDUCATIONAL SERVICES CORP LINC 0001382909 Bartholdson John A. 555 MADISON AVENUE 24TH FLOOR NEW YORK NY 10022 1 0 1 0 Common Stock 2021-05-06 4 A 0 8708 6.89 A 29522 D Common Stock 563274 I See Footnote Series A Convertible Preferred Stock Common Stock 4745765 11200 I See Footnotes Grant of Restricted Stock valued at $60,000 on the date of grant, based on a price of $6.89, the closing price per share on the date of the grant. These restricted shares vest on the first anniversary of the grant date. These shares are held by Juniper Targeted Opportunity Fund, L.P. ("Juniper Fund") for which Juniper Investment Company, LLC ("Juniper Investment") serves as its investment manager. Mr. Bartholdson is a managing member of Juniper Investment and Juniper HF Investors II, LLC, the general partner of Juniper Fund and, therefore, may be deemed to beneficially own the shares held by Juniper Fund. Mr. Bartholdson disclaims beneficial ownership of Juniper Fund's holdings reflected herein except to the extent of his pecuniary interest therein. The Series A Convertible Preferred Stock ("Series A"), when issued on November 14, 2019, was convertible into the Issuer's Common Stock on a 423.729-for-one basis ("Initial Conversion Rate") at any time at the holder's election and has no expiration date. The number of shares of Common Stock issuable upon conversion of a Series A share is subject to increase in the event that dividends on Series A are not paid in cash. Beginning on November 14, 2022, the holder may be required by the Issuer to convert the Series A into Common Stock upon satisfaction of certain requirements. Represents shares held of record by Juniper Fund, with respect to 3,500 shares of Series A which based on the Initial Conversion Rate convert into 1,483,052 shares of Common Stock, and by Juniper Targeted Opportunities, L.P. ("Juniper Targeted Opportunities") with respect to 7,700 shares of Series A which based on the Initial Conversion Rate convert into 3,262,713 shares of Common Stock. Juniper Investment serves as the investment manager and Juniper TO Investors, LLC ("Juniper TO") is the general partner of Juniper Targeted Opportunities. (Footnote 4 continued). Mr. Bartholdson is a managing member of Juniper Investment and Juniper TO and, therefore, may be deemed to beneficially own the shares held by Juniper Fund. In addition, as noted in footnote 2, Mr. Bartholdson may be deemed to beneficially own the shares held by Juniper Fund. Mr. Bartholdson disclaims beneficial ownership of the holdings of Juniper Fund and Juniper Targeted Opportunities reflected herein except to the extent of his pecuniary interest therein. /s/ John A. Bartholdson 2021-05-10