- Current report filing (8-K)
June 13 2011 - 4:04PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of
1934
Date of Report (Date of Earliest Event Reported) June 10, 2011
Career Education Corporation
(Exact Name of Registrant as Specified in Charter)
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Delaware
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0-23245
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36-3932190
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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231 North Martingale Road
Schaumburg, IL
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60173
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code (847) 781-3600
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below
if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events.
On June 10, 2011, Career Education Corporation (the Company) entered into a stock repurchase plan established in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended
(the 1934 Act), in connection with its previously authorized stock repurchase program. A Rule 10b5-1 plan allows a company to repurchase its shares at times when it otherwise might be unable to do so under the 1934 Acts insider
trading rules.
The Companys 10b5-1 repurchase plan (the 10b5-1 Repurchase Plan) will facilitate purchases of the
Companys common shares under its authorized stock repurchase program. As of June 10, 2011, approximately $160.5 million was available under the stock repurchase program, which does not have an expiration date and may be suspended or
discontinued at any time. The Companys designated broker will have authority under the 10b5-1 Repurchase Plan to repurchase up to an additional $30 million of the Companys common stock commencing no earlier than July 11, 2011. Purchases
of common stock under the 10b5-1 Repurchase Plan will be subject to specified parameters and certain price and volume restraints as established in the Plan.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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CAREER EDUCATION CORPORATION
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/s/ Jeffrey D. Ayers
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Senior Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer
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Dated: June 13, 2011
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