Initial Statement of Beneficial Ownership (3)
May 20 2019 - 7:17PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
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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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1. Name and Address of Reporting Person
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Gay Robert E.
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2. Date of Event Requiring Statement (MM/DD/YYYY)
5/10/2019
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3. Issuer Name
and
Ticker or Trading Symbol
AMERICAN PUBLIC EDUCATION INC [APEI]
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(Last)
(First)
(Middle)
111 WEST CONGRESS STREET
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
SVP, COO, APUS /
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(Street)
CHARLES TOWN, WV 25414
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock, par value $.01
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13967
(1)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Explanation of Responses:
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(1)
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Includes: (i) 5,992 shares subject to deferred stock unit awards, consisting of 799 shares that vest on January 30, 2020, 2,043 shares that vest in two equal installments on January 15, 2020 and January 15, 2021, and 3,150 shares that vest in three equal annual installments beginning on January 21, 2020; and (ii) 3,410 shares subject to performance-based deferred stock unit awards, consisting of 407 shares that vest on January 30, 2020 and 3,003 shares that vest in two equal installments on January 15, 2020 and January 15, 2021.
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Remarks:
Remarks:
Exhibit List
Exhibit 24 -- Power of Attorney
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Gay Robert E.
111 WEST CONGRESS STREET
CHARLES TOWN, WV 25414
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SVP, COO, APUS
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Signatures
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/s/ Richard W. Sunderland, Jr., Attorney-in-Fact
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5/20/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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