-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ByDpRo95RmIFJJ4N7yLF1oPkP1ofLF+oxcqTu01jAmPjbc8dRY90n88sZs3gR4I9 2XWGf8SgeCNMDriSOwNXGA== 0001209191-09-004458.txt : 20090122 0001209191-09-004458.hdr.sgml : 20090122 20090122185114 ACCESSION NUMBER: 0001209191-09-004458 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090120 FILED AS OF DATE: 20090122 DATE AS OF CHANGE: 20090122 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: APOLLO GROUP INC CENTRAL INDEX KEY: 0000929887 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 860419443 STATE OF INCORPORATION: AZ FISCAL YEAR END: 0831 BUSINESS ADDRESS: STREET 1: 4615 EAST ELWOOD ST CITY: PHOENIX STATE: AZ ZIP: 85040 BUSINESS PHONE: 6029665394 MAIL ADDRESS: STREET 1: 4615 E ELWOOD STREET CITY: PHOENIX STATE: AZ ZIP: 85040 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SPERLING PETER V CENTRAL INDEX KEY: 0001213138 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25232 FILM NUMBER: 09540143 BUSINESS ADDRESS: STREET 1: 5290 E EXETER BLVD CITY: PHOENIX STATE: AZ ZIP: 85018 BUSINESS PHONE: 6025495000 MAIL ADDRESS: STREET 1: 4615 E ELWOOD CITY: PHOENIX STATE: AZ ZIP: 85040 4 1 c79686_4x0.xml MAIN DOCUMENT DESCRIPTION X0303 4 2009-01-20 0000929887 APOLLO GROUP INC APOL 0001213138 SPERLING PETER V 4025 S. RIVERPOINT PKWY PHOENIX AZ 85040 1 1 0 0 Vice Chairman Class A Common Stock 2009-01-20 4 J 0 254606 D 6237595 D Class A Common Stock 1357339 I John Sperling 1994 Irrevocable Trust Class A Common Stock 551156 I Peter V. Sperling Revocable Trust Forward Sale Contract (obligation to sell) 2009-01-20 4 J 0 315000 0 D 2009-01-20 2009-01-20 Class A Common Stock 315000 0 D The actual transaction code to be entered is J/K; however, due to program limitations, only the J transaction code could be entered in Table I and Table II above. On January 19, 2006, the Reporting Person entered into a type of prepaid variable forward sale contract with an unaffiliated third party under which he received an immediate cash payment of $14,900,622.63. In return, the Reporting Person was obligated under the contract to deliver to such third party up to 315,000 shares of the Issuer's Class A common stock on the January 20, 2009 maturity date of the contract (or, at the Reporting Person's election, an equivalent amount of cash based on the market price of the Class A common stock at that time). The Reporting Person pledged 315,000 shares of the Issuer's Class A common stock to secure his obligations under the contract. The contract provided that the final number of shares of Class A common stock (or, at the option of the Reporting Person, the cash equivalent thereof) to be delivered by the Reporting Person on the January 20, 2009 maturity date would be equal to the product of (a) 315,000 shares of Class A common stock and (b) the applicable exchange rate (the "Exchange Rate"). The Exchange Rate would be determined as follows: (i) if the closing price (the "Maturity Price") of the Class A common stock on the January 20, 2009 maturity date were less than or equal to $55.3064 (the "Issue Price"), the Exchange Rate would be 1; (ii) if the Maturity Price were greater than the Issue Price but less than $71.8983 (the "Threshold Price"), the Exchange Rate would be equal to the Issue Price divided by the Maturity Price, and (iii) if the Maturity Price were equal to or greater than the Threshold Price, the Exchange Rate would be equal to 1 minus a fraction: (A) the numerator of which would be the Threshold Price minus the Issue Price; and (B) the denominator of which would be the Maturity Price. In connection with the settlement of the contract on the January 20, 2009 maturity date, when the Maturity Price was $86.54 per share, the Reporting Person delivered 254,606 shares of Class A common stock in full satisfaction of his obligation under the contract. The Reporting Person retained the remaining 60,394 shares pledged under the contract. Includes 1,810 shares of the Issuer's Class A common stock subject to restricted stock units granted on July 10, 2008 that will be issued when those units vest upon the Reporting Person's continuation in Board service with the Issuer through August 31, 2009, subject to accelerated vesting upon certain changes in ownership or control of the Issuer. By self as co-trustee and beneficiary of the John Sperling 1994 Irrevocable Trust dated April 27, 1994. By self as trustee and beneficiary of the Peter V. Sperling Revocable Trust dated January 31, 1995. By: Joseph L. D'Amico For: Peter V. Sperling 2009-01-22 -----END PRIVACY-ENHANCED MESSAGE-----