X0304 4 2011-08-09 1 0000721237 NOBEL LEARNING COMMUNITIES INC NLCI 0001226979 HAVENS PETER H 1615 WEST CHESTER PIKE, SUITE 200 WEST CHESTER PA 19382 1 0 0 0 Common Stock 2011-08-09 4 D 0 23982 11.75 D 0 D Common Stock 2011-08-09 4 D 0 1551 11.75 D 0 I By trust for son Common Stock 2011-08-09 4 D 0 1970 11.75 D 0 I By trust for daughter Common Stock 2011-08-09 4 D 0 6250 11.75 D 0 I By spouse Stock Option (Right to Buy) 7.025 2011-08-09 4 D 0 15000 0 D 2014-10-06 Common Stock 15000 0 D Stock Option (Right to Buy) 9.525 2011-08-09 4 D 0 5000 0 D 2015-11-10 Common Stock 5000 0 D Stock Option (Right to Buy) 10.40 2011-08-09 4 D 0 5000 0 D 2016-11-08 Common Stock 5000 0 D Each issued and outstanding share of common stock was, as a result of the consummation of the merger contemplated by the Agreement and Plan of Merger, dated as of May 17, 2011, by and among Nobel Learning Communities Inc., Academic Acquisition Corp.("AAC") and Academic Merger Sub, Inc., a wholly-owned subsidiary of AAC (the "Merger Agreement"), cancelled in exchange for the right to receive a per share amount equal to $11.75 in cash without interest. The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person was the beneficial owner of the securities for purposes of Section 16 or for any other purpose. This option, which vested in three equal annual installments commencing on October 6, 2005, was, as a result of the consummation of the merger contempleted by the Merger Agreement, cancelled in exchange for a cash payment equal to the product of the number of shares subject to such option multiplied by the excess of $11.75 over the exercise price per share of such option. This option, which vested in three equal annual installments commencing on November 10, 2006, was, as a result of the consummation of the merger contempleted by the Merger Agreement, cancelled in exchange for a cash payment equal to the product of the number of shares subject to such option multiplied by the excess of $11.75 over the exercise price per share of such option. This option, which vested in three equal annual installments commencing on November 8, 2007, was, as a result of the consummation of the merger contempleted by the Merger Agreement, cancelled in exchange for a cash payment equal to the product of the number of shares subject to such option multiplied by the excess of $11.75 over the exercise price per share of such option. Bruce Friedman, Attorney in Fact for Peter H. Havens 2011-08-11