[144] PERDOCEO EDUCATION Corp SEC Filing

Rhea-AI Filing Summary

Perdoceo Education (PRDO) Form 144 shows an insider notice to sell 40,000 common shares on or about 09/17/2025 through Morgan Stanley Smith Barney on Nasdaq. The filing states the shares were acquired as restricted stock on 12/14/2021 (24,061 shares) and 03/14/2022 (15,939 shares), matching the 40,000 shares proposed for sale. The filing lists the issuer's outstanding shares as 64,953,379 and reports an aggregate market value for the proposed sale of $1,406,908.00. The form also discloses recent sales by the same person: 40,000 shares sold 09/15/2025 for $1,391,196 and 40,000 shares sold 09/16/2025 for $1,382,788. The notice contains the seller's representation that they possess no undisclosed material adverse information.

Positive

• Disclosure compliance: Insider filed Form 144 and provided acquisition dates and broker details
• Securities originated as restricted stock: Acquisition source and dates are explicitly stated

Negative

• Consecutive recent sales: The filer sold 40,000 shares on 09/15/2025 and 40,000 on 09/16/2025 prior to the proposed 09/17/2025 sale

Insights

Securities Analyst

TL;DR: Insider plans to sell 40,000 shares; total outstanding share count makes this a small percentage of float, indicating limited market impact.

This Form 144 documents a planned sale of 40,000 common shares by an insider via Morgan Stanley, with an aggregate market value of $1.41 million. The securities were granted as restricted stock in 2021 and 2022, and recent sales of 40,000 shares on consecutive days are disclosed, showing active monetization. Relative to the issuer's 64.95 million outstanding shares, the proposed sale represents roughly 0.06% of outstanding shares, suggesting limited dilution or market-moving effect. Disclosure is complete for Rule 144 purposes and includes acquisition dates and purchase origins.

Corporate Governance Expert

TL;DR: The filing is a routine Rule 144 disclosure of restricted-share liquidation; governance implications are minimal based on size disclosed.

The notice shows the seller acquired the shares as restricted stock and is complying with Rule 144 disclosure requirements by filing a Form 144 and representing absence of undisclosed material information. Multiple recent sales are noted, which is relevant for governance transparency but not necessarily adverse since the volume is small relative to total shares outstanding. No indications of special arrangements, 10b5-1 adoption date, or other plan details are provided in the filing text.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	40000	1406908.00	64953379	09/17/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	12/14/2021	Restricted Stock	ISSUER			24061	12/14/2021	Not Applicable
Common	03/14/2022	Restricted Stock	ISSUER			15939	03/14/2022	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
TODD SHERMAN NELSON 1750 E. Golf Road Schaumburg IL 60173	Common	09/16/2025	40000	1382788.00
TODD SHERMAN NELSON 1750 E. Golf Road Schaumburg IL 60173	Common	09/15/2025	40000	1391196.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does PRDO Form 144 disclose about the planned sale?

The form discloses a proposed sale of 40,000 common shares on or about 09/17/2025 through Morgan Stanley with an aggregate market value of $1,406,908.00.

How were the shares being sold by the PRDO insider acquired?

The shares were acquired as restricted stock on 12/14/2021 (24,061 shares) and 03/14/2022 (15,939 shares).

Has the insider already sold other PRDO shares recently?

Yes. The filing lists sales of 40,000 shares on 09/15/2025 for $1,391,196 and 40,000 shares on 09/16/2025 for $1,382,788.

What percentage of outstanding shares does the proposed sale represent?

The issuer's outstanding shares are listed as 64,953,379, so the proposed 40,000-share sale represents approximately 0.06% of outstanding shares.

Which broker is handling the proposed sale for PRDO?

The sale is to be handled by Morgan Stanley Smith Barney LLC Executive Financial Services on NASDAQ.