Statement of Changes in Beneficial Ownership (4)
April 14 2020 - 5:46PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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
*
Thompson Diane Louise |
2. Issuer Name and Ticker or Trading Symbol
Zovio Inc
[
BPI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) EVP, Gen. Counsel & Secretary |
(Last)
(First)
(Middle)
1811 E. NORTHROP BLVD. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/13/2020 |
(Street)
CHANDLER, AZ 85286
(City)
(State)
(Zip)
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4. 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 Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 4/13/2020 | | M | | 19590 | A | $0.00 (1) | 109819 | D | |
Common Stock | 4/13/2020 | | F | | 6775 | D | $1.55 | 103044 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
Restricted Stock Unit | (2) | 4/13/2020 | | M | | | 19590 | (3) | (3) | Common Stock | 19590 | $0.00 | 0 | D | |
Explanation of Responses: |
(1) | On April 11, 2020, 19,590 of the reporting person's restricted stock units vested. 19,590 of the reporting person's restricted stock units were settled for an equal number of shares of the issuer's common stock on April 13, 2020, the first business day following the closing price of the issuer's common stock on April 9, 2020, which was the settlement price used to calculate the shares withheld. |
(2) | Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. |
(3) | Subject to the reporting person's continuing service, the restricted stock units vest as follows: 100% of the restricted stock units vest on April 11, 2020. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Thompson Diane Louise 1811 E. NORTHROP BLVD. CHANDLER, AZ 85286 |
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| EVP, Gen. Counsel & Secretary |
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Signatures
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/s/ Diane L. Thompson | | 4/14/2020 |
**Signature of Reporting Person | Date |
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