X0306 4 2014-03-29 0 0001305323 Bridgepoint Education Inc BPI 0001453871 Ashbrook Thomas 13500 EVENING CREEK DRIVE NORTH SAN DIEGO CA 92128 0 1 0 0 SVP, Chief Information Officer Common Stock 2014-03-31 4 M 0 4265 0.00 A 16769 D Common Stock 2014-03-31 4 F 0 2226 14.50 D 14543 D Stock Option (right to buy) 14.50 2014-03-29 4 A 0 21800 0.00 A 2024-03-29 Common Stock 21800 21800 D Restricted Stock Units 2014-03-29 4 A 0 11380 0.00 A Common Stock 11380 11380 D Restricted Stock Units 2014-03-31 4 M 0 4265 0.00 D Common Stock 4265 12795 D Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. On March 31, 2014, 4,265 of the reporting person's restricted stock units were settled for an equal number of the issuer's common stock. Subject to the reporting person's continuing service, this option vests and becomes exercisable as follows: (i) 25% of the shares subject to the option shall vest and become exercisable on the first anniversary of the vesting commencement date, (ii) an additional 2% of the shares subject to the option shall vest and become exercisable on each monthly anniversary of the vesting commencement date for the thirty-three months following the first anniversary of the vesting commencement date and (iii) an additional 3% of the shares subject to the option shall vest and become exercisable on each of the 46th, 47th and 48th monthly anniversaries of the vesting commencement date. The vesting commencement date for this option is March 29, 2014. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2014. Vested shares will be delivered to the reporting person annually on the anniversary of the vesting commencement date. Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2013. 4,265 vested shares were delivered to the reporting person on March 31, 2014. /s/ Diane L. Thompson, as Attorney-in-Fact 2014-04-01