XML 28 R2.htm IDEA: XBRL DOCUMENT v3.25.1
Pay vs Performance Disclosure - USD ($)
12 Months Ended
Dec. 31, 2024
Dec. 31, 2023
Dec. 31, 2022
Dec. 31, 2021
Dec. 31, 2020
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table

Value of Initial Fixed $100

Average

Average

Investment Based on:

Summary

Summary

Compensation

Peer Group

Compensation

Compensation

Compensation

Actually Paid

Total

Total

Table

Actually Paid

Table Total for

to Non-CEO

Shareholder

Shareholder

Net

Adjusted

Year

Total for CEO (1)

to CEO (2)

Non-CEO NEOs (3)

NEOs (2) (3)

Return

Return (4)

Income (5)

EBITDA (6)

2024

$

2,006,779

$

3,172,108

$

1,162,069

$

1,448,731

$

171.00

$

113.82

$

226,234

$

340,013

2023

$

2,016,887

$

3,085,751

$

1,196,944

$

1,672,392

$

137.84

$

100.46

$

204,985

$

302,302

2022

$

1,997,113

$

2,919,364

$

1,205,110

$

1,604,033

$

110.30

$

90.83

$

184,675

$

291,336

2021

$

1,843,058

$

1,864,868

$

1,099,912

$

1,100,530

$

89.48

$

92.11

$

260,344

$

327,354

2020

$

2,105,208

$

1,830,647

$

1,322,165

$

1,222,327

$

97.20

$

122.18

$

257,196

$

323,830

(1)The dollar amounts reported are the amounts of total compensation reported for our CEO, Mr. Mueller, in the Summary Compensation Table for fiscal years 2024, 2023, 2022, 2021 and 2020. Mr. Mueller served as CEO for each of the years presented.
(2)The dollar amounts reported represent the amount of “compensation actually paid” or “CAP”, as computed in accordance with SEC rules. The dollar amounts do not reflect the actual amounts of compensation paid to our CEO or other named executive officers during the applicable years, but include (i) the year-end value of equity awards granted during the reported year, and (ii) the change in the value of equity awards that were unvested at the end of the prior year, measured through the date the awards vested or were forfeited, or through the end of the reported fiscal year.
(3)For 2024, reflects compensation information for our 2024 named executive officers, other than our Chief Executive Officer, as described in the Compensation Discussion and Analysis of this Proxy Statement. For 2023, 2022 and 2021, reflects compensation information for Dr. Meyer, Mr. Bachus, Ms. Marsh and Mr. Briggs, our prior chief executive officer for Orbis Education (each of whom served as named executive officers for 2023, 2022 and 2021). For 2020, reflects compensation information for Dr. Meyer, Mr. Bachus, Mr. Briggs and Mr. Joseph Mildenhall, our prior chief information officer.
(4)Reflects cumulative total shareholder return for the seven companies included in the customized peer group used by GCE for purposes of Item 201 (e) of Regulation S-K under the Exchange Act in GCE’s Annual Report on Form 10-K for the year ended December 31, 2024. Those seven companies are: Adtalem Global Education, Inc, Chegg Inc, Coursera Inc, John Wiley & Sons Inc, Laureate Education Inc, Pearson Plc and Strategic Education Inc.
(5)The decline in net income between 2021 and 2022 is partially due to the lower interest income achieved as a result of the repayment to us by GCU of a secured note payable that had been in place since 2018.
(6)We defined Adjusted EBITDA for purposes of the Annual Cash Incentive Plan in a manner consistent with the definition we use when reporting our financial results. See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations – Adjusted EBITDA (Non- GAAP Financial Measure), beginning on page 55 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, for information regarding our use and calculation of Adjusted EBITDA.
       
Company Selected Measure Name Adjusted EBITDA        
Named Executive Officers, Footnote
(1)The dollar amounts reported are the amounts of total compensation reported for our CEO, Mr. Mueller, in the Summary Compensation Table for fiscal years 2024, 2023, 2022, 2021 and 2020. Mr. Mueller served as CEO for each of the years presented.
(3)For 2024, reflects compensation information for our 2024 named executive officers, other than our Chief Executive Officer, as described in the Compensation Discussion and Analysis of this Proxy Statement. For 2023, 2022 and 2021, reflects compensation information for Dr. Meyer, Mr. Bachus, Ms. Marsh and Mr. Briggs, our prior chief executive officer for Orbis Education (each of whom served as named executive officers for 2023, 2022 and 2021). For 2020, reflects compensation information for Dr. Meyer, Mr. Bachus, Mr. Briggs and Mr. Joseph Mildenhall, our prior chief information officer.
       
Peer Group Issuers, Footnote
(4)Reflects cumulative total shareholder return for the seven companies included in the customized peer group used by GCE for purposes of Item 201 (e) of Regulation S-K under the Exchange Act in GCE’s Annual Report on Form 10-K for the year ended December 31, 2024. Those seven companies are: Adtalem Global Education, Inc, Chegg Inc, Coursera Inc, John Wiley & Sons Inc, Laureate Education Inc, Pearson Plc and Strategic Education Inc.
       
PEO Total Compensation Amount $ 2,006,779 $ 2,016,887 $ 1,997,113 $ 1,843,058 $ 2,105,208
PEO Actually Paid Compensation Amount $ 3,172,108 3,085,751 2,919,364 1,864,868 1,830,647
Adjustment To PEO Compensation, Footnote

To calculate the amounts in the “Compensation Actually Paid to CEO” column in the table above, the following amounts were deducted from and added to (as applicable) our Chief Executive Officer’s “Total” compensation as reported in the Summary Compensation Table:

Summary

Compensation

Reported

Equity Award

Table Total for

Value of Equity

Adjustments

Compensation

Year

   

CEO

   

Awards for CEO (1)

   

for CEO (2)

   

Actually Paid to CEO

2024

$

2,006,779

$

(1,211,483)

$

2,376,812

$

3,172,108

2023

$

2,016,887

$

(1,211,643)

$

2,280,507

$

3,085,751

2022

$

1,997,113

$

(1,211,488)

$

2,133,739

$

2,919,364

2021

$

1,843,058

$

(1,211,575)

$

1,233,385

$

1,864,868

2020

$

2,105,208

$

(1,211,533)

$

936,972

$

1,830,647

(1)Represents the grant date fair value of the equity awards to our Chief Executive Officer, as reported in the “Stock Awards” column in the Summary Compensation Table for each applicable year.
(2)Represents the adjustments to equity awards granted to our Chief Executive Officer to arrive at CAP, as itemized in the table below. No awards vested in the year they were granted.

Fair Value of Equity Awards for CEO

2024

2023

 

2022

2021

2020

As of year-end for awards granted during the year

$

1,519,573

$

1,417,053

$

1,542,425

$

1,207,911

$

1,341,808

Year-over-year increase (decrease) of unvested awards granted in prior years

$

821,504

$

752,305

$

555,228

$

(209,339)

$

(83,431)

Increase (decrease) from prior fiscal year-end for awards that vested during the year

$

35,735

$

111,149

$

36,086

$

234,813

$

(321,405)

Total Equity Award Adjustments

$

2,376,812

$

2,280,507

$

2,133,739

$

1,233,385

$

936,972

       
Non-PEO NEO Average Total Compensation Amount $ 1,162,069 1,196,944 1,205,110 1,099,912 1,322,165
Non-PEO NEO Average Compensation Actually Paid Amount $ 1,448,731 1,672,392 1,604,033 1,100,530 1,222,327
Adjustment to Non-PEO NEO Compensation Footnote

To calculate the amounts in the “Average Compensation Actually Paid to Non-Chief Executive Officer NEOs” column in the table above, the following amounts were deducted from and added to (as applicable) the average of the “Total” compensation of our non-Chief Executive Officer named executive officers for each applicable year, as reported in the Summary Compensation Table for that year:

Average Summary

Average

Average

Compensation

Reported Value of

Equity Award

Average

Table Total for

Equity Awards for

Adjustments

Compensation Actually

Year

   

Non-CEO NEOs

   

Non-CEO NEOs (1)

   

for Non-CEO NEOs (2)

   

Paid to Non-CEO NEOs

2024

$

1,162,069

$

(498,959)

$

785,621

$

1,448,731

2023

$

1,196,944

$

(560,802)

$

1,036,250

$

1,672,392

2022

$

1,205,110

$

(560,722)

$

959,645

$

1,604,033

2021

$

1,099,912

$

(553,324)

$

553,942

$

1,100,530

2020

$

1,322,165

$

(609,865)

$

510,027

$

1,222,327

(1)Represents the average of the grant date fair value of the equity awards to our named executive officers (other than our Chief Executive Officer), as reported in the “Stock Awards” column in the Summary Compensation Table for each applicable year.
(2)Represents adjustments for the equity awards granted to our named executive officers (other than our Chief Executive Officer) to arrive at CAP, as itemized in the table below. No awards vested in the year they were granted.

Fair Value of Equity Awards for Non-CEO NEOs

2024

2023

2022

2021

2020

As of year-end for awards granted during the year

$

500,442

$

655,876

$

713,892

$

551,651

$

675,443

Year-over-year increase (decrease) of unvested awards granted in prior years

$

255,876

$

334,835

$

232,133

$

(79,117)

$

(34,816)

Increase (decrease) from prior fiscal year-end for awards that vested during the year

$

29,303

$

45,539

$

13,620

$

81,408

$

(130,600)

Total Equity Award Adjustments

$

785,621

$

1,036,250

$

959,645

$

553,942

$

510,027

       
Compensation Actually Paid vs. Total Shareholder Return

Graphic

       
Compensation Actually Paid vs. Net Income

Graphic

       
Compensation Actually Paid vs. Company Selected Measure

Graphic

       
Total Shareholder Return Vs Peer Group

Graphic

       
Tabular List, Table

Most Important Financial Performance Measures

Adjusted EBITDA
Service Revenue
Return on Equity
Free Cash Flow
Total Shareholder Return
As Adjusted Non-GAAP Diluted EPS
Net Income
       
Total Shareholder Return Amount $ 171 137.84 110.3 89.48 97.2
Peer Group Total Shareholder Return Amount 113.82 100.46 90.83 92.11 122.18
Net Income (Loss) $ 226,234 $ 204,985 $ 184,675 $ 260,344 $ 257,196
Company Selected Measure Amount 340,013 302,302 291,336 327,354 323,830
PEO Name Mr. Mueller        
Equity Awards Adjustments, Footnote
(1)Represents the grant date fair value of the equity awards to our Chief Executive Officer, as reported in the “Stock Awards” column in the Summary Compensation Table for each applicable year.
(2)Represents the adjustments to equity awards granted to our Chief Executive Officer to arrive at CAP, as itemized in the table below. No awards vested in the year they were granted.

Fair Value of Equity Awards for CEO

2024

2023

 

2022

2021

2020

As of year-end for awards granted during the year

$

1,519,573

$

1,417,053

$

1,542,425

$

1,207,911

$

1,341,808

Year-over-year increase (decrease) of unvested awards granted in prior years

$

821,504

$

752,305

$

555,228

$

(209,339)

$

(83,431)

Increase (decrease) from prior fiscal year-end for awards that vested during the year

$

35,735

$

111,149

$

36,086

$

234,813

$

(321,405)

Total Equity Award Adjustments

$

2,376,812

$

2,280,507

$

2,133,739

$

1,233,385

$

936,972

(1)Represents the average of the grant date fair value of the equity awards to our named executive officers (other than our Chief Executive Officer), as reported in the “Stock Awards” column in the Summary Compensation Table for each applicable year.
(2)Represents adjustments for the equity awards granted to our named executive officers (other than our Chief Executive Officer) to arrive at CAP, as itemized in the table below. No awards vested in the year they were granted.

Fair Value of Equity Awards for Non-CEO NEOs

2024

2023

2022

2021

2020

As of year-end for awards granted during the year

$

500,442

$

655,876

$

713,892

$

551,651

$

675,443

Year-over-year increase (decrease) of unvested awards granted in prior years

$

255,876

$

334,835

$

232,133

$

(79,117)

$

(34,816)

Increase (decrease) from prior fiscal year-end for awards that vested during the year

$

29,303

$

45,539

$

13,620

$

81,408

$

(130,600)

Total Equity Award Adjustments

$

785,621

$

1,036,250

$

959,645

$

553,942

$

510,027

       
Measure:: 1          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Non-GAAP Measure Description
(6)We defined Adjusted EBITDA for purposes of the Annual Cash Incentive Plan in a manner consistent with the definition we use when reporting our financial results. See Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations – Adjusted EBITDA (Non- GAAP Financial Measure), beginning on page 55 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, for information regarding our use and calculation of Adjusted EBITDA.
       
Measure:: 2          
Pay vs Performance Disclosure          
Name Service Revenue        
Measure:: 3          
Pay vs Performance Disclosure          
Name Return on Equity        
Measure:: 4          
Pay vs Performance Disclosure          
Name Free Cash Flow        
Measure:: 5          
Pay vs Performance Disclosure          
Name Total Shareholder Return        
Measure:: 6          
Pay vs Performance Disclosure          
Name As Adjusted Non-GAAP Diluted EPS        
Measure:: 7          
Pay vs Performance Disclosure          
Name Net Income        
PEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ (1,211,483) $ (1,211,643) $ (1,211,488) $ (1,211,575) $ (1,211,533)
PEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 2,376,812 2,280,507 2,133,739 1,233,385 936,972
PEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,519,573 1,417,053 1,542,425 1,207,911 1,341,808
PEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 821,504 752,305 555,228 (209,339) (83,431)
PEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 35,735 111,149 36,086 234,813 (321,405)
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (498,959) (560,802) (560,722) (553,324) (609,865)
Non-PEO NEO | Equity Awards Adjustments, Excluding Value Reported in Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 785,621 1,036,250 959,645 553,942 510,027
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 500,442 655,876 713,892 551,651 675,443
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 255,876 334,835 232,133 (79,117) (34,816)
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 29,303 $ 45,539 $ 13,620 $ 81,408 $ (130,600)