X0304 4 2011-08-09 1 0000721237 NOBEL LEARNING COMMUNITIES INC NLCI 0001444892 Race Susan W 1615 WEST CHESTER PIKE, SUITE 200 WEST CHESTER PA 19382-6223 0 1 0 0 SVP, Chief Academic Officer Common Stock 2011-08-09 4 D 0 11900 11.75 D 0 D Stock Option (Right to Buy) 9.89 2011-08-09 4 D 0 12000 0 D 2016-09-11 Common Stock 12000 0 D Stock Option (Right to Buy) 6.17 2011-08-09 4 D 0 26000 0 D 2017-09-21 Common Stock 26000 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. This option, which provided for vesting in three equal annual installments commencing on September 11, 2010, was, as a result of the consummation of the merger contemplated by the Merger Agreement, cancelled for the right to receive 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 provided for vesting in three equal annual installments commencing on September 21, 2011, was, as a result of the consummation of the merger contemplated by the Merger Agreement, cancelled for the right to receive 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 Susan W. Race 2011-08-11