Mark L. Arnold (APEI) logs RSU grant and tax withholding in Form 4

Rhea-AI Filing Summary

American Public Education, Inc. executive Mark L. Arnold, President of Rasmussen, reported two stock-related transactions in company common shares. On January 30, 2026, the issuer withheld 903 shares at $41.78 per share to cover tax obligations from vesting restricted stock units, leaving him with 6,634 shares directly held.

On February 2, 2026, he acquired 4,617 shares at $0 per share through a grant of restricted stock units under the 2017 Omnibus Incentive Plan, which vest in three equal annual installments starting one year after the grant date. After this grant, he directly owned 11,251 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Arnold Mark L.

Role President, Rasmussen

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $.01	4,617	$0.00	--
Tax Withholding	Common Stock, par value $.01	903	$41.78	$38K

Holdings After Transaction: Common Stock, par value $.01 — 11,251 shares (Direct)

Footnotes (1)

1. The issuer withheld shares of Common Stock from the reporting person to pay the tax withholding obligations related to the vesting of restricted stock units ("RSUs"). RSUs granted pursuant to the American Public Education, Inc. 2017 Omnibus Incentive Plan, as amended. The RSUs vest in three equal annual installments commencing on the first anniversary of the grant date.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Arnold Mark L.

(Last) (First) (Middle)

111 WEST CONGRESS STREET

(Street)

CHARLES TOWN WV 25414

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AMERICAN PUBLIC EDUCATION INC [ APEI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Rasmussen

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $.01	01/30/2026		F(1)		903	D	$41.78	6,634	D
Common Stock, par value $.01	02/02/2026		A		4,617(2)	A	$0	11,251	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. The issuer withheld shares of Common Stock from the reporting person to pay the tax withholding obligations related to the vesting of restricted stock units ("RSUs").

2. RSUs granted pursuant to the American Public Education, Inc. 2017 Omnibus Incentive Plan, as amended. The RSUs vest in three equal annual installments commencing on the first anniversary of the grant date.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Edward Codispoti, Attorney-in-Fact	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

What insider transactions did Mark L. Arnold report for APEI?

Mark L. Arnold reported two transactions in APEI common stock. 903 shares were withheld for taxes on RSU vesting, and 4,617 shares were acquired via a restricted stock unit grant under the 2017 Omnibus Incentive Plan.

How many American Public Education (APEI) shares does Mark L. Arnold own after these transactions?

After the reported transactions, Mark L. Arnold directly owns 11,251 shares of American Public Education common stock. This reflects tax withholding of 903 shares and a grant of 4,617 restricted stock units that convert into common shares.

Why were 903 APEI shares withheld from Mark L. Arnold?

903 shares of APEI common stock were withheld to satisfy tax withholding obligations related to the vesting of restricted stock units. Instead of paying cash taxes, a portion of vested shares was retained by the issuer to cover these obligations.

What are the terms of Mark L. Arnold’s 4,617 RSU grant at APEI?

The 4,617 restricted stock units were granted under APEI’s 2017 Omnibus Incentive Plan. These RSUs vest in three equal annual installments, beginning on the first anniversary of the grant date, aligning vesting with multi-year service and performance.

What role does Mark L. Arnold hold at American Public Education (APEI)?

Mark L. Arnold is an officer of American Public Education, serving as President of Rasmussen. His Form 4 filing reports changes in his beneficial ownership of the company’s common stock through RSU-related tax withholding and a new RSU grant.

Were Mark L. Arnold’s newly acquired APEI shares purchased for cash?

No, the 4,617 APEI shares were acquired at $0 per share through a restricted stock unit grant. These shares represent equity compensation under the company’s 2017 Omnibus Incentive Plan, rather than an open-market or cash purchase.