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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/27/14 Adtalem Global Education Inc. 10-K 6/30/14 118:17M Toppan Merrill/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.21M
11: EX-10.II Material Contract HTML 103K
2: EX-10.O Material Contract HTML 54K
3: EX-10.P Material Contract HTML 52K
4: EX-10.Q Material Contract HTML 53K
5: EX-10.R Material Contract HTML 50K
6: EX-10.T Material Contract HTML 45K
7: EX-10.U Material Contract HTML 49K
8: EX-10.V Material Contract HTML 52K
9: EX-10.W Material Contract HTML 49K
10: EX-10.X Material Contract HTML 45K
12: EX-21 Subsidiaries List HTML 46K
13: EX-23 Consent of Experts or Counsel HTML 34K
14: EX-31 Certification -- §302 - SOA'02 HTML 44K
15: EX-32 Certification -- §906 - SOA'02 HTML 34K
82: R1 Document And Entity Information HTML 65K
67: R2 Consolidated Balance Sheets HTML 171K
78: R3 Consolidated Balance Sheets (Parenthetical) HTML 46K
86: R4 Consolidated Statements of Income HTML 155K
108: R5 Consolidated Statements of Comprehensive Income HTML 55K
69: R6 Consolidated Statements of Cash Flows HTML 171K
77: R7 Consolidated Statements of Shareholders' Equity HTML 90K
and Comprehensive Income
61: R8 Consolidated Statements of Shareholders' Equity HTML 35K
and Comprehensive Income (Parenthetical)
51: R9 Nature of Operations HTML 43K
110: R10 Assets and Liabilities of Divested Component and HTML 84K
Discontinued Operations
88: R11 Summary of Significant Accounting Policies HTML 147K
87: R12 Stock-Based Compensation HTML 156K
94: R13 Fair Value Measurements HTML 69K
95: R14 Financing Receivables HTML 99K
92: R15 Dividends and Stock Repurchase Programs HTML 72K
96: R16 Business Combinations HTML 80K
79: R17 Intangible Assets HTML 223K
83: R18 Restructuring Charges HTML 51K
90: R19 Income Taxes HTML 162K
118: R20 Debt HTML 42K
104: R21 Employee Benefit Plans HTML 38K
73: R22 Shareholder Rights Plan HTML 44K
89: R23 Commitments and Contingencies HTML 61K
75: R24 Segment Information HTML 192K
42: R25 Quarterly Financial Data (Unaudited) HTML 165K
105: R26 Valuation and Qualifying Accounts and Reserves HTML 130K
114: R27 Summary of Significant Accounting Policies HTML 213K
(Policies)
56: R28 Assets and Liabilities of Divested Component and HTML 81K
Discontinued Operations (Tables)
55: R29 Summary of Significant Accounting Policies HTML 89K
(Tables)
59: R30 Stock-Based Compensation (Tables) HTML 154K
60: R31 Fair Value Measurements (Tables) HTML 57K
62: R32 Financing Receivables (Tables) HTML 97K
30: R33 Dividends and Stock Repurchase Program (Tables) HTML 73K
102: R34 Business Combinations (Tables) HTML 68K
71: R35 Intangible Assets (Tables) HTML 199K
74: R36 Restructuring Charges (Tables) HTML 45K
46: R37 Income Taxes (Tables) HTML 159K
117: R38 Commitments and Contingencies (Tables) HTML 42K
22: R39 Segment Information (Tables) HTML 188K
64: R40 Quarterly Financial Data (Unaudited) (Tables) HTML 163K
107: R41 NATURE OF OPERATIONS - Additional Information HTML 40K
(Detail)
44: R42 Assets and Liabilities of Divested Component and HTML 80K
Discontinued Operations (Balance Sheet Information
of Held for Sale Assets and Liabilities) (Detail)
54: R43 Assets and Liabilities of Divested Component and HTML 48K
Discontinued Operations (Operating Results of the
Discontinued Operations) (Detail)
58: R44 Assets and Liabilities of Divested Component and HTML 34K
Discontinued Operations - Additional Information
(Detail)
68: R45 Summary of Significant Accounting Policies HTML 48K
(Available-For-Sale Marketable Securities)
(Detail)
29: R46 Summary of Significant Accounting Policies HTML 45K
(Reconciliation of Non-Controlling Interest
Balance) (Detail)
50: R47 Summary of Significant Accounting Policies HTML 48K
(Reconciliation of Basic Shares to Diluted Shares)
(Detail)
24: R48 Summary of Significant Accounting Policies - HTML 101K
Additional Information (Detail)
106: R49 Stock-Based Compensation (Summary of Options HTML 76K
Activity) (Detail)
43: R50 Stock-Based Compensation (Summary of Stock HTML 78K
Appreciation Rights Activity) (Detail)
103: R51 Stock-Based Compensation (Fair Values of Stock HTML 48K
Option Awards Weighted Average Assumptions)
(Detail)
47: R52 Stock-Based Compensation (Summary of Restricted HTML 59K
Stock Activity) (Detail)
65: R53 Stock-Based Compensation (Total Stock-Based HTML 45K
Compensation Expense Included in Consolidated
Statement of Earnings) (Detail)
23: R54 Stock-Based Compensation - Additional Information HTML 65K
(Detail)
27: R55 Fair Value Measurements (Assets Measured at Fair HTML 46K
Value on Recurring Basis) (Detail)
57: R56 Fair Value Measurements (Roll-Forward of Assets HTML 43K
and Liabilities Measured at Fair Value using Level
Three Inputs) (Detail)
35: R57 Fair Value Measurements - Additional Information HTML 65K
(Detail)
111: R58 Financing Receivables (Institutional Loan Balances HTML 52K
and Related Allowances for Credit Losses) (Detail)
70: R59 Financing Receivables (Credit Risk Profiles of HTML 39K
Institutional Student Loan Balance) (Detail)
93: R60 Financing Receivables (Institutional Student Loans HTML 50K
Past Due) (Detail)
49: R61 Financing Receivables - Additional Information HTML 56K
(Detail)
52: R62 Dividends and Stock Repurchase Program (Cash HTML 56K
Dividends Declared) (Detail)
100: R63 Dividends and Stock Repurchase Program (Shares HTML 44K
Repurchased under Programs) (Detail)
97: R64 Dividends and Stock Repurchase Program - HTML 42K
Additional Information (Detail)
72: R65 Business Combinations (Estimated Fair Values of HTML 57K
Assets Acquired and Liabilities Assumed) (Detail)
99: R66 Business Combinations (Acquired Intangible Assets HTML 40K
Subject to Amortization and Values and Estimated
Useful Lives) (Detail)
48: R67 Business Combinations - Additional Information HTML 57K
(Detail)
76: R68 Intangible Assets (Schedule of Intangible Assets) HTML 66K
(Detail)
113: R69 Intangible Assets (Schedule of Intangible Assets) HTML 39K
(Parenthetical) (Detail)
26: R70 Intangible Assets (Estimated Amortization Expense HTML 58K
for Amortized Intangible Assets) (Detail)
41: R71 Intangible Assets (Summary of Goodwill Balances by HTML 45K
Reporting Unit) (Detail)
66: R72 Intangible Assets (Summary of Goodwill Balances by HTML 41K
Reporting Segment) (Detail)
33: R73 Intangible Assets (Changes in Carrying Amount of HTML 57K
Goodwill, by Segment) (Detail)
116: R74 Intangible Assets (Summary of Indefinite-Lived HTML 39K
Intangible Assets Balances by Reporting Unit)
(Detail)
45: R75 Intangible Assets - Additional Information HTML 92K
(Detail)
36: R76 Restructuring Charges (Separation and HTML 41K
Restructuring Plan Activity) (Detail)
40: R77 Restructuring Charges - Additional information HTML 56K
(Detail)
28: R78 Income Taxes (Components of Income Before Income HTML 39K
Taxes) (Detail)
32: R79 Income Taxes (Income Tax Provisions (Benefits)) HTML 68K
(Detail)
84: R80 Income Taxes (Income Tax Provisions Computed using HTML 77K
Statutory U.S. Federal Rate) (Detail)
38: R81 Income Taxes (Deferred Income Tax Asset HTML 69K
(Liabilities)) (Detail)
112: R82 Income Taxes (Changes in Unrecognized Tax HTML 45K
Benefits) (Detail)
63: R83 Income Taxes - Additional Information (Detail) HTML 70K
91: R84 DEBT - Additional Information (Detail) HTML 55K
98: R85 EMPLOYEE BENEFIT PLANS - Additional Information HTML 48K
(Detail)
37: R86 SHAREHOLDER RIGHTS PLAN - Additional Information HTML 42K
(Detail)
39: R87 Commitments and Contingencies (Future Minimum HTML 51K
Rental Commitments for Non-Cancellable Operating
Leases) (Detail)
109: R88 Commitments and Contingencies - Additional HTML 38K
Information (Detail)
34: R89 Segment Information (Tabulation of Business HTML 87K
Segment Information Based on Current Segmentation)
(Detail)
85: R90 Segment Information (Revenues and Long-Lived HTML 53K
Assets by Geographic Area) (Detail)
81: R91 Segment Information - Additional Information HTML 40K
(Detail)
101: R92 Quarterly Financial Data (Unaudited) (Summary of HTML 109K
Quarterly Data) (Detail)
80: R93 Schedule Ii (Valuation and Qualifying Accounts and HTML 67K
Reserves) (Detail)
115: XML IDEA XML File -- Filing Summary XML 177K
25: EXCEL IDEA Workbook of Financial Reports XLSX 290K
53: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 2.84M
16: EX-101.INS XBRL Instance -- dv-20140630 XML 3.97M
18: EX-101.CAL XBRL Calculations -- dv-20140630_cal XML 249K
19: EX-101.DEF XBRL Definitions -- dv-20140630_def XML 1.71M
20: EX-101.LAB XBRL Labels -- dv-20140630_lab XML 1.84M
21: EX-101.PRE XBRL Presentations -- dv-20140630_pre XML 1.78M
17: EX-101.SCH XBRL Schema -- dv-20140630 XSD 275K
31: ZIP XBRL Zipped Folder -- 0001144204-14-052733-xbrl Zip 316K
Exhibit 10 (t)
FORM OF FULL VALUE SHARE AWARD (DIRECTOR)
Congratulations! Your contributions over the past fiscal year are being recognized with a long-term incentive award. Recognizing and rewarding the contributions of our people remains a priority as we continue to pursue our vision of becoming the leading global provider of career-oriented educational services. Thank you for all of your hard work, support and dedication.
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Participant Name: ___________________
Participant Address:
Awards Granted : __________________
Award Type : Restricted Stock Units
Plan : Second Amended and Restated Incentive Plan of 2013
Days Left to Accept : __
Award Date : __________________
Vesting Schedule : __________________________
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THIS AGREEMENT, made and entered into as of the Award Date by and between DeVry Education Group Inc., a Delaware corporation (“DeVry Group”), and the Participant.
WHEREAS, DeVry Group maintains the DeVry Education Group Inc. Second Amended and Restated Incentive Plan of 2013 (the “Plan”); and
WHEREAS, the Participant is a member of the board of directors of DeVry Group or one of its subsidiaries (a “Director”) who is entitled to receive an award of Stock Units (this award is referred to as “Full Value Shares” in this Agreement because it represents the Participant’s ability to receive actual shares of common stock of DeVry Group (“Common Stock”) as the Full Value Share award vests).
NOW, THEREFORE, DeVry Group and the Participant hereby agree as follows:
1. Agreement. This Agreement evidences the award to the Participant of the number of Full Value Shares relating to the Common Stock of DeVry Group as set forth above. A Full Value Shares is the right to receive a distribution of a share of Common Stock for each Full Value Shares as described in Section 5 of the Agreement. The Agreement and Full Value Shares award shall be subject to the following terms and conditions and the provisions of the Plan, which are hereby incorporated by reference. A copy of the Plan may be obtained by the Participant from the office of the Secretary of DeVry Group or from the stock administrator’s website.
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2. Full Value Shares Account. DeVry Group shall maintain an account (the “Account”) on its books in the name of the Participant which shall reflect the number of Full Value Shares awarded to the Participant and not vested. Until the Full Value Shares vest, they are not actual shares of Common Stock, but represent the right to receive shares of Common Stock upon vesting.
3. Dividend Equivalents. Upon the payment of any dividends on Common Stock occurring while any portion of the Participant’s Full Value Shares award is outstanding, DeVry Group shall promptly pay to each Participant an amount in cash equal to the dividends that the Participant would have received had the Participant been the actual owner of the number of shares of Common Stock represented by the Full Value Shares in the Participant’s Account on that date.
4. Vesting.
(a) The Participant shall become vested in his or her Full Value Share award in accordance with the Vesting Schedule set forth above
(b) If the Participant ceases to be a Director prior to the completion of the Vesting Schedule due to death or disability, the Full Value Share award shall become fully vested on such date. For this purpose “disability” means the Participant is determined to be totally disabled by the Social Security Administration.
(c) Notwithstanding the foregoing, the Participant shall forfeit any unvested portion of the Full Value Share award if the Participant ceases to be a Director due to gross misconduct. For purposes of this Agreement, gross misconduct shall mean (i) the Participant commits a felony or other crime involving moral turpitude or commits any other act or omission involving misappropriation, dishonesty, fraud, illegal drug use or breach of fiduciary duty, (ii) the Participant’s gross negligence or willful misconduct with respect to the performance of the Participant’s duties as a Director, or (iii) the Participant commits a material violation of the DeVry Group Code of Business Conduct and Ethics.
5. Settlement of Award. If and when a Participant becomes vested in his or her Full Value Share award in accordance with Section 4, DeVry Group shall distribute to him or her, or his or her personal representative, beneficiary or estate, as applicable, a number of shares of Common Stock equal to the number of vested Full Value Shares. Such shares shall be delivered within 30 days following the date of vesting.
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6. Withholding Taxes. The Participant shall pay to DeVry Group an amount sufficient to satisfy all minimum Federal, state and local withholding tax requirements arising in connection with the vesting of the Full Value Shares award prior to the delivery of any shares subject to such Full Value Shares award. Payment of such taxes may be made by one or more of the following methods: (a) in cash, (b) in cash received from a broker-dealer to whom the Participant has submitted irrevocable instructions to deliver the amount of withholding tax to DeVry Group from the proceeds of the sale of shares subject to the Full Value Shares award, (c) by directing DeVry Group to withhold a number of shares otherwise issuable pursuant to the Full Value Shares award with a fair market value equal to the tax required to be withheld, or (d) by delivery (including attestation) to DeVry Group of other Common Stock owned by the Participant that is acceptable to DeVry Group, valued at its fair market value on the date of payment.
7. Change in Control. In the event of a Change in Control of DeVry Group (as defined in the Plan), the Participant shall become immediately vested in his or her Full Value Share award, and the Compensation Committee of DeVry Group’s Board of Directors (the “Committee”) shall have the sole discretion to take appropriate actions with respect to the Full Value Share award, including (a) to cause such Full Value Share award to be settled in shares of Common Stock as described in Section 5 above, which shares shall be subject to the terms of the Change in Control event in the same manner as the other shares of outstanding Common Stock, or (b) to provide for the mandatory purchase of the Full Value Share award for an amount of cash equal to the then Fair Market Value of the Common Stock, multiplied by the number of Full Value Shares subject to the Full Value Share award.
8. Rights as Stockholder. The Participant shall not be entitled to any of the rights of a stockholder of DeVry Group with respect to the Full Value Shares award, including the right to vote and to receive dividends and other distributions, until and to the extent the Full Value Shares award vests and is settled in shares of Common Stock.
9. Share Delivery. Delivery of any shares in connection with settlement of the Full Value Shares award will be by book-entry credit to an account in the Participant’s name established by DeVry Group with DeVry Group’s transfer agent, or upon written request from the Participant (or his or her personal representative, beneficiary or estate, as the case may be), in certificates in the name of the Participant (or his or her personal representative, beneficiary or estate).
10. Award Not Transferable. The Full Value Shares award may not be transferred other than by will or the applicable laws of descent or distribution or pursuant to a qualified domestic relations order. The Full Value Shares award shall not otherwise be assigned, transferred, or pledged for any purpose whatsoever and is not subject, in whole or in part, to attachment, execution or levy of any kind. Any attempted assignment, transfer, pledge, or encumbrance of the Full Value Shares award, other than in accordance with its terms, shall be void and of no effect.
11. Beneficiary Designation. The Participant may, from time to time, name any beneficiary or beneficiaries to whom distribution of the shares of Common Stock subject to the vested portion of the Full Value Shares award is to be made, in the event of his or her death. Each such designation will revoke all prior designations, shall be in a form prescribed by the Committee, and will be effective only when filed by the Participant with the Committee during his or her lifetime. In the absence of any such designation, or if all beneficiaries predecease the Participant, then the Participant’s beneficiary shall be his or her estate.
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12. Administration. The Full Value Shares award shall be administered in accordance with such regulations as the Committee shall from time to time adopt.
13. Governing Law. This Agreement, and the Full Value Shares award, shall be construed, administered and governed in all respects under and by the laws of the State of Delaware.
14. Acceptance of Agreement by Participant. The Participant’s receipt of the Full Value Shares award is conditioned upon the acceptance of this Agreement by the Participant no later than 60 days after the Award Date set forth above or, if later, 30 days after the Participant receives this Agreement. Upon execution of the Agreement, the Participant and DeVry Group signify their agreement with the terms and conditions of this Agreement.
[____________________________]
[TITLE]
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| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 8/27/14 | 4, S-8 | ||
| For Period end: | 6/30/14 | 5 | ||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/10/23 Adtalem Global Education Inc. 10-K 6/30/23 134:23M Toppan Merrill Bridge/FA 8/11/22 Adtalem Global Education Inc. 10-K 6/30/22 137:22M Toppan Merrill Bridge/FA 8/19/21 Adtalem Global Education Inc. 10-K 6/30/21 126:18M Toppan Merrill Bridge/FA 8/18/20 Adtalem Global Education Inc. 10-K 6/30/20 131:20M Toppan Merrill Bridge/FA 6/08/15 SEC UPLOAD¶ 10/06/17 1:36K Adtalem Global Education Inc. 5/13/15 SEC UPLOAD¶ 10/06/17 1:134K Adtalem Global Education Inc. 2/10/15 SEC UPLOAD¶ 10/06/17 1:178K Adtalem Global Education Inc. |