AMERICAN PUBLIC EDUCATION (NASDAQ: APEI) grants PSUs to Rasmussen president

Rhea-AI Filing Summary

AMERICAN PUBLIC EDUCATION INC executive Mark L. Arnold, President of Rasmussen, received a grant of 10,492 shares of Common Stock on March 10, 2026 as a performance-based restricted stock unit award under the 2017 Omnibus Incentive Plan. The award is tied to adjusted earnings per share and revenue performance for the fiscal year ended December 31, 2025, and will vest in three approximately equal installments on March 10, 2026, February 4, 2027, and February 4, 2028. On the same date, 1,067 shares were withheld by the issuer at a price of $45.51 per share to cover tax obligations related to PSU vesting, leaving Arnold with 20,676 shares of Common Stock held directly after these transactions.

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

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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)
03/10/2026

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	03/10/2026		A(1)		10,492	A	$0	21,743	D
Common Stock, par value $.01	03/10/2026		F(2)		1,067	D	$45.51	20,676	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. Performance-based restricted stock unit ("PSU") award pursuant to the American Public Education, Inc. 2017 Omnibus Incentive Plan, as amended. Award reflects a level of achievement of adjusted earnings per share and revenue performance measures for the issuer's fiscal year ended December 31, 2025. Award vests in three approximately equal installments on March 10, 2026, February 4, 2027, and February 4, 2028.

2. The issuer withheld shares of Common Stock from the reporting person to pay the tax withholding obligations related to the vesting of PSUs.

	/s/ Edward Codispoti, Attorney-in-Fact	03/12/2026
	** 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).
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FAQ

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

Mark L. Arnold reported a compensation-related stock grant and tax withholding. He received 10,492 performance-based restricted stock units on March 10, 2026, and 1,067 shares were withheld the same day to satisfy tax obligations tied to PSU vesting.

How many APEI shares does Mark L. Arnold hold after these Form 4 transactions?

Mark L. Arnold holds 20,676 APEI shares directly after the reported transactions. This figure reflects his Common Stock position following the March 10, 2026 grant of performance-based shares and the issuer’s tax-withholding of 1,067 shares.

What performance metrics determine Mark L. Arnold’s APEI PSU award?

The PSU award is based on adjusted earnings per share and revenue performance. These measures are evaluated for AMERICAN PUBLIC EDUCATION INC’s fiscal year ended December 31, 2025, and drive the level of the 10,492-share performance-based award.

When do Mark L. Arnold’s APEI performance-based shares vest?

The award vests in three approximately equal installments over three dates. Vesting occurs on March 10, 2026, February 4, 2027, and February 4, 2028, subject to the terms of AMERICAN PUBLIC EDUCATION INC’s 2017 Omnibus Incentive Plan.

Was Mark L. Arnold’s APEI Form 4 transaction an open-market stock sale?

No, the disposition reported was tax withholding, not an open-market sale. The issuer withheld 1,067 shares of Common Stock at $45.51 per share to cover tax obligations arising from the vesting of performance-based restricted stock units.

Under which plan did APEI grant Mark L. Arnold his PSU award?

The performance-based award was granted under the 2017 Omnibus Incentive Plan. AMERICAN PUBLIC EDUCATION INC’s 2017 Omnibus Incentive Plan, as amended, governs the 10,492-share PSU grant tied to 2025 adjusted EPS and revenue performance.