0001209191-12-003617.txt : 20120113 0001209191-12-003617.hdr.sgml : 20120113 20120113161007 ACCESSION NUMBER: 0001209191-12-003617 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120111 FILED AS OF DATE: 20120113 DATE AS OF CHANGE: 20120113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Newton Frederick James CENTRAL INDEX KEY: 0001494320 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25232 FILM NUMBER: 12526736 MAIL ADDRESS: STREET 1: 4025 S. RIVERPOINT PKWY. STREET 2: MS CF-KX04 CITY: PHOENIX STATE: AZ ZIP: 85040 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 4 1 c26730_4x0.xml MAIN DOCUMENT DESCRIPTION X0304 4 2012-01-11 0000929887 APOLLO GROUP INC APOL 0001494320 Newton Frederick James 4025 S. RIVERPOINT PKWY PHOENIX AZ 85040 0 1 0 0 SR VP, Chief HR Officer Class A Common Stock 2012-01-11 4 M 0 3127 42.27 A 29864 D Class A Common Stock 2012-01-11 4 S 0 2581 56.9546 D 27283 D Non-Qualified Stock Option (Right to Buy) 42.27 2012-01-11 4 M 0 3127 0 D 2016-07-05 Class A Common Stock 3127 9381 D Represents the weighted average sale price per share. The actual sale prices ranged from a low of $56.95 to a high of $56.98. The Reporting Person will provide upon request by the Securities and Exchange Commission, the Issuer or any security holder of the Issuer full information regarding the number of shares sold at each separate price. Includes (i) 8,848 shares of the Issuer's Class A common stock subject to the RSUs granted July 6, 2011 award, (ii) 9,456 shares of the Issuer's Class A common stock subject to RSUs granted January 14, 2011, (iii) 3,771 shares of the Issuer's Class A common stock subject to RSUs granted July 6, 2010, and (iv) 3,802 shares of the Issuer's Class A common stock subject to RSUs granted March 25, 2009. The 8,848 shares underlying the July 6, 2011 RSUs will be issued when those units vest (subject to an initial performance-vesting requirement) in a series of four successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the August 31, 2012, July 6, 2013, July 6, 2014, and July 6, 2015 vesting dates. The 9,456 shares underlying the January 14, 2011 RSUs will be issued when those units vest in two equal successive installments over the Reporting Person's period of service with the Issuer through each of the September 15, 2012 and September 15, 2013 vesting dates. (footnote continued below) (continued from footnote 2 above) The January 14, 2011 RSUs will vest in full on an accelerated basis upon an involuntary termination of the Reporting Person's service without cause. The 3,771 shares underlying the July 6, 2010 RSUs will be issued when those units vest in three successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the July 6, 2012, July 6, 2013 and July 6, 2014 vesting dates. The 3,802 shares underlying the March 25, 2009 RSUs will be issued when those units vest in two successive equal installments upon the Reporting Person's continuation in service with the Issuer through each of the March 25, 2012, and March 25, 2013 vesting dates. All of the RSUs are subject to accelerated vesting upon certain changes in ownership or control of the Issuer (footnote continued below). (continued from footnote 3 above) Does not include (i) 357 shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on October 5, 2011, (ii) 1,266 shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2011 and (iii) 1,776 target shares of the Issuer's Class A common stock subject to the performance share award made to the Reporting Person on July 6, 2010. Those awards will not actually convert into any shares unless the applicable performance goals are attained at threshold level or above. The option vested and became exercisable for 3,127 of the underlying shares of Class A common stock on July 6, 2011. The remainder of the option will vest and become exercisable for the underlying shares of Class A common stock in a series of three successive equal installments on each of the July 6, 2012, July 6, 2013 and July 6, 2014 vesting dates upon the Reporting Person's continuation in service with the Issuer through each such annual vesting date, subject to accelerated vesting upon certain changes in ownership or control of the Issuer By Brian L. Swartz for Frederick James Newton 2012-01-13