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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/03/21 Adtalem Global Education Inc. 10-Q 9/30/21 116:15M Toppan Merrill Bridge/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.85M
2: EX-10.A Material Contract HTML 51K
3: EX-10.B Material Contract HTML 51K
4: EX-10.C Material Contract HTML 50K
5: EX-10.D Material Contract HTML 41K
6: EX-10.E Material Contract HTML 48K
7: EX-10.F Material Contract HTML 54K
8: EX-10.G Material Contract HTML 49K
9: EX-10.H Material Contract HTML 43K
10: EX-31.1 Certification -- §302 - SOA'02 HTML 34K
11: EX-31.2 Certification -- §302 - SOA'02 HTML 34K
12: EX-32 Certification -- §906 - SOA'02 HTML 32K
19: R1 Document And Entity Information HTML 86K
20: R2 Consolidated Balance Sheets HTML 172K
21: R3 Consolidated Balance Sheets (Parenthetical) HTML 38K
22: R4 Consolidated Statements of Income (Loss) HTML 178K
23: R5 Consolidated Statements of Comprehensive Income HTML 70K
(Loss)
24: R6 Consolidated Statements of Cash Flows HTML 142K
25: R7 Consolidated Statements of Shareholders' Equity HTML 75K
26: R8 Nature of Operations HTML 36K
27: R9 Summary of Significant Accounting Policies HTML 38K
28: R10 Acquisitions HTML 79K
29: R11 Discontinued Operations and Assets Held for Sale HTML 52K
30: R12 Revenue HTML 110K
31: R13 Restructuring Charges HTML 70K
32: R14 Income Taxes HTML 37K
33: R15 Earnings per Share HTML 79K
34: R16 Accounts Receivable and Credit Losses HTML 324K
35: R17 Property and Equipment, Net HTML 57K
36: R18 Leases HTML 81K
37: R19 Goodwill and Intangible Assets HTML 265K
38: R20 Debt HTML 145K
39: R21 Redeemable Noncontrolling Interest HTML 44K
40: R22 Share Repurchases HTML 40K
41: R23 Accumulated Other Comprehensive Loss HTML 82K
42: R24 Stock-Based Compensation HTML 107K
43: R25 Fair Value Measurements HTML 42K
44: R26 Commitments and Contingencies HTML 43K
45: R27 Segment Information HTML 168K
46: R28 Summary of Significant Accounting Policies HTML 43K
(Policies)
47: R29 Acquisitions (Tables) HTML 78K
48: R30 Discontinued Operations and Assets Held for Sale HTML 53K
(Tables)
49: R31 Revenue (Tables) HTML 95K
50: R32 Restructuring Charges (Tables) HTML 71K
51: R33 Earnings per Share (Tables) HTML 79K
52: R34 Accounts Receivable and Credit Losses (Tables) HTML 321K
53: R35 Property and Equipment, Net (Tables) HTML 55K
54: R36 Leases (Tables) HTML 85K
55: R37 Goodwill and Intangible Assets (Tables) HTML 266K
56: R38 Debt (Tables) HTML 123K
57: R39 Redeemable Noncontrolling Interest (Tables) HTML 42K
58: R40 Share Repurchase (Tables) HTML 39K
59: R41 Accumulated Other Comprehensive Loss (Tables) HTML 81K
60: R42 Stock-Based Compensation (Tables) HTML 106K
61: R43 Segment Information (Tables) HTML 163K
62: R44 Nature of Operations (Details) HTML 39K
63: R45 Acquisitions (Estimated Fair Values of Assets HTML 80K
Acquired and Liabilities Assumed) (Details)
64: R46 Acquisitions (Acquired Intangible Assets Subject HTML 39K
to Amortization and Values and Estimated Useful
Lives) (Details)
65: R47 Acquisitions (Unaudited Proforma Financial HTML 34K
Information) (Details)
66: R48 Acquisitions (Additional Information) (Details) HTML 69K
67: R49 Discontinued Operations and Assets Held for Sale HTML 47K
(Summary of Income Statement Information of
Operations) (Details)
68: R50 Discontinued Operations and Assets Held for Sale HTML 46K
(Additional Information) (Details)
69: R51 Revenue (Disaggregate revenue) (Details) HTML 78K
70: R52 Revenue (Additional Information) (Details) HTML 36K
71: R53 Restructuring Charges (Restructuring and Related HTML 45K
Costs) (Details)
72: R54 Restructuring Charges (Separation and HTML 37K
Restructuring Plan Activity) (Details)
73: R55 Restructuring Charges (Additional Information) HTML 36K
(Detail)
74: R56 Income Taxes (Details) HTML 36K
75: R57 Earnings per Share (Details) HTML 100K
76: R58 Accounts Receivable and Credit Losses HTML 80K
(Classification of Accounts Receivable) (Details)
77: R59 Accounts Receivable and Credit Losses (Credit HTML 93K
Quality Analysis of Financing Receivable)
(Details)
78: R60 Accounts Receivable and Credit Losses (Rollforward HTML 63K
of Allowances for Credit Losses) (Details)
79: R61 Accounts Receivable and Credit Losses (Additional HTML 69K
Information) (Details)
80: R62 Property and Equipment, Net (Schedule of Property HTML 48K
and equipment, net) (Details)
81: R63 Property and Equipment, Net (Additional HTML 50K
Information) (Details)
82: R64 Leases (Components of Lease Cost) (Details) HTML 36K
83: R65 Leases (Maturities of Lease Liabilities) (Details) HTML 50K
84: R66 Leases (Lease Term, Discount Rate and Cash Flow HTML 39K
Information ) (Details)
85: R67 Leases (Future Minimum Rental Commitments for HTML 42K
Noncancelable Operating Leases ) (Details)
86: R68 Leases (Additional Information) (Details) HTML 53K
87: R69 Goodwill and Intangible Assets (Summary of HTML 43K
Goodwill Balances by Reporting Unit) (Details)
88: R70 Goodwill and Intangible Assets (Summary of HTML 41K
Goodwill Balances by Reporting Segment) (Details)
89: R71 Goodwill and Intangible Assets (Changes in HTML 48K
Carrying Amount of Goodwill, by Segment) (Details)
90: R72 Goodwill and Intangible Assets (Schedule of HTML 73K
Intangible Assets) (Details)
91: R73 Goodwill and Intangible Assets (Summary of HTML 41K
Indefinite-Lived Intangible Assets Balances by
Reporting Segment) (Details)
92: R74 Goodwill and Intangible Assets (Estimated HTML 53K
Amortization Expense for Amortized Intangible
Assets) (Details)
93: R75 Goodwill and Intangible Assets (Additional HTML 37K
Information) (Details)
94: R76 Debt (Long-term debt) (Details) HTML 55K
95: R77 Debt (Scheduled maturities of long-term debt) HTML 49K
(Details)
96: R78 Debt (Debt Issuance Costs) (Details) HTML 46K
97: R79 Debt (Interest Expense) (Details) HTML 57K
98: R80 Debt (Additional Information) (Details) HTML 238K
99: R81 Redeemable Noncontrolling Interest (Reconciliation HTML 37K
of Non-Controlling Interest Balance) (Details)
100: R82 Redeemable Noncontrolling Interest (Additional HTML 48K
Information) (Details)
101: R83 Share Repurchase (Details) HTML 49K
102: R84 Accumulated Other Comprehensive Loss (Details) HTML 63K
103: R85 Stock-Based Compensation (Summary of Options HTML 69K
Activity) (Details)
104: R86 Stock-Based Compensation (Fair Values of Stock HTML 40K
Option Awards Weighted Average Assumptions)
(Details)
105: R87 Stock-Based Compensation (Summary of Restricted HTML 52K
Stock Units Activity) (Details)
106: R88 Stock-Based Compensation (Total Stock-Based HTML 36K
Compensation Expense Included in Consolidated
Statement of Income) (Details)
107: R89 Stock-Based Compensation (Additional Information) HTML 78K
(Details)
108: R90 Fair Value Measurements (Details) HTML 100K
109: R91 Commitments and Contingencies (Details) HTML 48K
110: R92 Segment Information (Tabulation of Business HTML 100K
Segment Information Based on Current Segmentation)
(Details)
111: R93 Segment Information (Revenues and Long-Lived HTML 50K
Assets by Geographic Area) (Details)
112: R94 Segment Information (Additional Information) HTML 35K
(Details)
114: XML IDEA XML File -- Filing Summary XML 215K
18: XML XBRL Instance -- atge-20210930x10q_htm XML 4.40M
113: EXCEL IDEA Workbook of Financial Reports XLSX 146K
14: EX-101.CAL XBRL Calculations -- atge-20210930_cal XML 262K
15: EX-101.DEF XBRL Definitions -- atge-20210930_def XML 970K
16: EX-101.LAB XBRL Labels -- atge-20210930_lab XML 1.85M
17: EX-101.PRE XBRL Presentations -- atge-20210930_pre XML 1.44M
13: EX-101.SCH XBRL Schema -- atge-20210930 XSD 242K
115: JSON XBRL Instance as JSON Data -- MetaLinks 550± 808K
116: ZIP XBRL Zipped Folder -- 0001558370-21-014347-xbrl Zip 421K
Exhibit 10(d)
Adtalem Global Education Inc.
Restricted Stock Unit Award Agreement (Director)
Participant Name: Participant Address: Awards Granted: Award Type: Grant Name: Grant Award Date: |
THIS AGREEMENT, made and entered into as of the Award Date by and between Adtalem Global Education Inc., a Delaware corporation (“Adtalem”), and the Participant. WHEREAS, Adtalem maintains the Adtalem Global Education, Inc. Amended and Restated Incentive Plan of 2013 (the “Plan”); and WHEREAS, the Participant is a member of the board of directors of Adtalem 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 Adtalem (“Common Stock”) as the Full Value Share award vests). NOW, THEREFORE, Adtalem 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 Adtalem 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 Adtalem or from the stock administrator’s website. 2. Full Value Shares Account. Adtalem 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. Payment of Dividends. Upon the payment of any dividends on Common Stock occurring while any portion of the Participant’s Full Value Shares award is |
outstanding, Adtalem shall credit an amount 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, which will be paid to the Participant upon, or shortly after, vest. 4. Vesting. (a) Except as described below, the Participant shall become vested in his or her Full Value Shares award in accordance with the Vesting Schedule set forth above if he or she remains in continuous employment with Adtalem or an affiliate until such date. (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 Shares 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 Adtalem Code of Business Conduct and Ethics. 5. Settlement of Award. If and when a Participant becomes vested in his or her Full Value Shares award in accordance with Section 4, Adtalem 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 Full Value Shares subject to the Full Value Shares award that become so vested. Such shares shall be delivered within 30 days following the date of vesting. 6. Withholding Taxes. The Participant shall pay to Adtalem 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 Adtalem from the proceeds of the sale of shares subject to the Full Value Shares award, (c) by directing Adtalem 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 Adtalem of |
other Common Stock owned by the Participant that is acceptable to Adtalem, valued at its fair market value on the date of payment. 7. Change in Control. In the event of a Change in Control of Adtalem (as defined in the Plan), the Participant shall become immediately vested in his or her Full Value Share award, and the Compensation Committee of Adtalem’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 Adtalem 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 Adtalem with Adtalem’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. 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 Adtalem signify their agreement with the terms and conditions of this Agreement.
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| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 11/3/21 | 3, 8-K | ||
| For Period end: | 9/30/21 | |||
| 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 |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 9/14/21 Adtalem Global Education Inc. 8-K/A:5,9 9/13/21 12:386K Business Wire/FA 9/13/21 Adtalem Global Education Inc. 8-K/A:5,9 8/06/21 12:363K Business Wire/FA |