Perdoceo Education (PRDO) SVP withholds 4,690 shares for PSU tax

Rhea-AI Filing Summary

Perdoceo Education senior vice president of campus operations Julia A. Leeman reported compensation-related stock activity. She exercised performance-based restricted stock units into 3,832 shares of common stock, recorded at a transaction price of $35.78 per share.

To cover tax withholding on these vestings, she surrendered a total of 4,690 shares back to the issuer through four F-code transactions, also at $35.78 per share. After these entries, she directly holds 29,407 common shares and has 15,590 unvested restricted stock units outstanding. These are not open-market trades but routine equity award vesting and tax payments.

Insights

Equity compensation analyst

Routine PSU vesting with shares withheld for taxes; no open-market trading.

SVP Julia A. Leeman reported performance-based restricted stock units vesting into 3,832 common shares, classified as a derivative exercise. This reflects previously granted equity awards converting into stock, not a new market purchase.

Four F-code transactions show 4,690 shares surrendered at $35.78 per share to satisfy tax obligations tied to vesting. Such tax-withholding dispositions are mechanically required and are not indicative of discretionary selling.

Following these events, she directly holds 29,407 shares plus 15,590 unvested RSUs under the 2016 Incentive Compensation Plan. The filing describes a standard compensation and tax-settlement pattern, so the overall signal for investors is neutral.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Leeman Julia A.

Role SVP - Campus Operations

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	591	$35.78	$21K
Tax Withholding	Common Stock	468	$35.78	$17K
Tax Withholding	Common Stock	297	$35.78	$11K
Tax Withholding	Common Stock	3,334	$35.78	$119K
Exercise	Common Stock	3,832	$0.00	--

Holdings After Transaction: Common Stock — 33,506 shares (Direct)

Footnotes (1)

1. Reflects shares of common stock surrendered to Issurer to satisfy tax withholding obligations in connection with the vesting of restricted stock units. Represents the vesting of performance-based restricted stock units ("PSUs") granted on March 7, 2023. The initial target grant of 3,832 PSUs was included in the beneficial ownership total set forth on the Reporting Person's Form 3 filed on December 10, 2024 (the "Form 3"), with the actual number of shares to be issued upon vesting ranging from 0-200% of the target grant amount based on the level of achievement of certain performance criteria. Based on the Issuer's level of achievement of the performance criteria, the PSUs vested at 200% of the target grant amount. As such, the additional PSUs not reported in the Form 3 are reported herein. Includes 15,590 unvested restricted stock units granted pursuant to Issuer's 2016 Incentive Compensation Plan, with each unit representing the contingent right to receive one share of Issuer's common stock.

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^*

Leeman Julia A.

(Last) (First) (Middle)

1750 E. GOLF ROAD

(Street)

SCHAUMBURG IL 60173

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PERDOCEO EDUCATION Corp [ PRDO ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP - Campus Operations

3. Date of Earliest Transaction (Month/Day/Year)
03/14/2026

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	03/14/2026		F		591(1)	D	$35.78	33,506	D
Common Stock	03/14/2026		F		468(1)	D	$35.78	33,038	D
Common Stock	03/14/2026		F		297(1)	D	$35.78	32,741	D
Common Stock	03/14/2026		F		3,334(1)	D	$35.78	29,407	D
Common Stock	03/14/2026		M		3,832(2)	A	$0	33,239(3)	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. Reflects shares of common stock surrendered to Issurer to satisfy tax withholding obligations in connection with the vesting of restricted stock units.

2. Represents the vesting of performance-based restricted stock units ("PSUs") granted on March 7, 2023. The initial target grant of 3,832 PSUs was included in the beneficial ownership total set forth on the Reporting Person's Form 3 filed on December 10, 2024 (the "Form 3"), with the actual number of shares to be issued upon vesting ranging from 0-200% of the target grant amount based on the level of achievement of certain performance criteria. Based on the Issuer's level of achievement of the performance criteria, the PSUs vested at 200% of the target grant amount. As such, the additional PSUs not reported in the Form 3 are reported herein.

3. Includes 15,590 unvested restricted stock units granted pursuant to Issuer's 2016 Incentive Compensation Plan, with each unit representing the contingent right to receive one share of Issuer's common stock.

	Julia A. Leeman by POA: Andrew Terry	03/17/2026
	** 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 PRDO executive Julia Leeman report?

Julia Leeman reported vesting of performance-based restricted stock units into 3,832 common shares and four F-code transactions surrendering 4,690 shares to cover tax obligations, all recorded at $35.78 per share. These are compensation-related entries, not open-market trades.

Were Julia Leeman’s PRDO transactions open-market buys or sells?

No, the filing shows no open-market purchases or sales. It records one derivative exercise converting awards into 3,832 shares and four F-code tax-withholding dispositions totaling 4,690 shares, all tied to equity award vesting rather than discretionary trading in PRDO stock.

How many PRDO shares does Julia Leeman hold after these transactions?

After the reported transactions, Julia Leeman directly owns 29,407 shares of Perdoceo Education common stock. The filing also notes 15,590 unvested restricted stock units, each representing the contingent right to receive one additional common share under the company’s 2016 incentive plan.

What does the F transaction code mean in this PRDO Form 4?

In this Form 4, the F code represents tax-withholding dispositions. Leeman surrendered 4,690 shares of PRDO common stock back to the issuer at $35.78 per share to satisfy tax liabilities triggered by vesting restricted stock units, rather than selling shares on the open market.

What performance-based awards are referenced in Julia Leeman’s PRDO filing?

The filing references performance-based restricted stock units granted on March 7, 2023 with an initial target of 3,832 PSUs. Footnotes state the PSUs could vest from 0–200% of target based on performance, and that they ultimately vested at 200% of the target amount.

How many PRDO shares were used to cover taxes in this Form 4?

The Form 4 shows four F-code entries totaling 4,690 common shares surrendered to satisfy tax withholding obligations. Each disposition is priced at $35.78 per share and is described as payment of tax liability by delivering securities back to the issuer, not market selling.