Adtalem Form 4: Executive receives 6,844 shares, 2,784 withheld for taxes

Rhea-AI Filing Summary

Adtalem Global Education Inc. insider report: The filing shows that on 08/23/2025 Scott Liles, President, Medical and Vet, received 6,844 shares of common stock as payout for Growth with Purpose performance stock units awarded April 15, 2024, at a reported price of $134.88 per share. The filing also records 2,784 shares disposed to satisfy tax withholding upon vesting.

After these transactions the report states Mr. Liles beneficially owns 14,129 shares (direct). The net effect of the transactions reported on that date is an increase of 4,060 shares.

Positive

• Net increase of 4,060 shares due to vesting of performance stock units
• Transparent disclosure of both issuance and tax-withholding disposal on Form 4
• Post-transaction beneficial ownership explicitly reported as 14,129 shares (direct)

Negative

• Shares were withheld (2,784) to satisfy tax obligations, reducing the net received
• No information provided about total outstanding shares or percent ownership, limiting context for materiality

Insights

Financial Analyst

TL;DR: Executive received vested performance shares, netting a modest ownership increase; routine compensation-related transaction.

The filing documents standard compensation settlement: performance stock units vested and were paid in shares, with a portion withheld to satisfy tax obligations. The report lists the gross issuance of 6,844 shares and withholding of 2,784 shares, leaving a net increase of 4,060 shares and a post-transaction beneficial ownership of 14,129 shares. This is a typical, non-market-driven insider ownership change tied to long-term incentive compensation.

Corporate Governance Expert

TL;DR: Vesting and withholding are governance-standard actions; disclosure is complete for the reported events.

The Form 4 clearly states the nature of the transactions: payout of Growth with Purpose performance stock units and tax-withholding disposals. The filing identifies the reporting person and relationship to the issuer and reports direct beneficial ownership after the transactions. There are no indications in the document of atypical timing, related-party transfer, or rule 10b5-1 plan usage noted in the record provided.

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^*

Liles Scott

(Last) (First) (Middle)

233 S. WACKER DRIVE

SUITE 800

(Street)

CHICAGO IL 60606

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Adtalem Global Education Inc. [ ATGE ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Medical and Vet

3. Date of Earliest Transaction (Month/Day/Year)
08/23/2025

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	08/23/2025		A		6,844(1)	A	$134.88	14,129	D
Common Stock	08/23/2025		F		2,784(2)	D	$134.88	11,345	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. Common stock issued in payout of Growth with Purpose ("GwP") performance stock units awarded on April 15, 2024.

2. Represents the satisfaction of tax withholding obligations upon the vesting of the GwP performance stock units.

	/s/ Lawrence C. Bachman, attorney-in-fact for Mr. Liles	08/27/2025
	** 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 transactions did the ATGE insider report on Form 4?

The Form 4 reports that on 08/23/2025 Scott Liles received 6,844 shares as payout of Growth with Purpose performance stock units and 2,784 shares were disposed to satisfy tax withholding.

How many shares did the reporting person own after the transactions for ATGE?

The filing shows the reporting person beneficially owned 14,129 shares following the reported transactions.

What was the reported price per share for the ATGE transactions?

The transactions are reported at a price of $134.88 per share in the Form 4.

Why were some shares disposed of in the ATGE Form 4?

The filing states 2,784 shares were disposed to satisfy tax withholding obligations upon vesting of the performance stock units.

Are these transactions described as direct or indirect ownership changes for ATGE?

The Form 4 indicates the ownership form as Direct (D) for the reported common stock transactions.