SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
TAYLOR RONALD L

(Last) (First) (Middle)
3005 HIGHLAND PARKWAY

(Street)
DOWNERS GROVE IL 60515

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
DEVRY EDUCATION GROUP INC. [ DV ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
Officer (give title below) X Other (specify below)
Senior Advisor/Director
3. Date of Earliest Transaction (Month/Day/Year)
11/07/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/07/2008 S 20,000 D $55.08 1,123,715 D
Common Stock 11/13/2008 S 30,000 D $56.25 1,093,715 D
Common Stock 08/28/2009 S 1,000 D $53.1 1,122,715 D
Common Stock 04/27/2011 F 136 D $53.7 891,173 D
Common Stock 06/03/2011 G(1) V 800 D $0 893,222 D
Common Stock 11/04/2011 G(2) V 100,000 D $0 795,832 D
Common Stock 04/20/2012 G(3) V 200 D $0 866,995 D
Common Stock 12/13/2012 G(4) V 100,000 D $0 838,362 D
Common Stock 05/08/2013 M 500 A $23.93 838,700 D
Common Stock 05/08/2013 S 500 D $27.9 838,200 D
Common Stock 11/20/2013 G(5) V 4,000 D $0 864,495 D
Common Stock 02/28/2014 G(3) V 200 D $0 846,213 D
Common Stock 10/07/2014 J(6) 27,664 D $0 736,249 D
Common Stock 1,000 I By Daughter
Common Stock 1,000 I By Daughter 1
Common Stock 800 I By Daughter D
Common Stock 1,000 I By Daughter M
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified Stock Option (Right to Buy) $23.93 05/08/2013 M 500 (7) 07/01/2013 Common Stock 500 $0 0 D
Explanation of Responses:
1. These shares were gifted to an irrevocable trust for the benefit of the reporting person's grandchildren.
2. On November 4, 2011, the reporting person contributed 100,000 shares of common stock of DeVry Education Group Inc. to the Ronald L. Taylor Second 2011 Grantor Retained Annuity Trust.
3. These shares were gifted to an irrevocable trust for the benefit of a grandchild of the reporting person.
4. On December 13, 2012, the reporting person contributed 100,000 shares of common stock of DeVry Education Group Inc. to the Ronald L. Taylor 2012 Grantor Retained Annuity Trust.
5. On November 20, 2013, the reporting person contributed 4,000 shares of common stock of DeVry Education Group Inc. to the Rehabilitation Institute of Chicago.
6. The total amount of securities owned reflects 27,664 fewer shares than reported on the reporting person's most recent Form 5 filing. The reporting person has been unable to confirm when the discrepancy arose, and therefore, has inserted the date that this report is being filed.
7. This option vests at 20% per year. This option will be fully vested at the end of the 5th year.
Remarks:
A reconciliation process was conducted to explore a potential discrepancy between the reporting person's actual and reported ownership. A discrepancy was identified, after which a review of reporting person's transaction history was performed. The review confirmed the transactions set forth above, which account for substantially all of the discrepancy. A portion of the discrepancy, 27,644 shares, could not be accounted for.
/s/ Gregory S. Davis for Ronald L. Taylor 10/07/2014
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.