Perdoceo Education (NASDAQ: PRDO) CEO sells 84,387 pre-planned shares

Rhea-AI Filing Summary

Perdoceo Education Corp President and CEO Todd S. Nelson reported open-market sales of 84,387 shares of common stock over three consecutive days. He sold 40,000 shares at $35.24 on March 23, 2026, 40,000 shares at $36.48 on March 24, 2026, and 4,387 shares at $36.65 on March 25, 2026.

The filing states these transactions were executed under a Rule 10b5-1 trading plan adopted on May 29, 2025, indicating they were pre-arranged rather than discretionary trades. Following the sales, Nelson directly owned 347,981 shares, which the filing notes includes 297,899 unvested restricted stock units that each represent the right to receive one share of common stock.

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).

X

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^*

NELSON TODD S

(Last) (First) (Middle)

1750 E. GOLF ROAD

SUITE 350

(Street)

SCHAUMBURG ILLINOIS 60173

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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

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

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

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	03/23/2026		S		40,000(1)	D	$35.24(2)	392,368	D
Common Stock	03/24/2026		S		40,000(1)	D	$36.48(3)	352,368	D
Common Stock	03/25/2026		S		4,387(1)	D	$36.65(4)	347,981(5)	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 sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 29, 2025.

2. This transaction was executed in multiple trades at prices ranging from $34.51 to $35.63. This price reported in Column 4 reflects the weighted average sale prices. The Reporting Person hereby undertakes to provide, upon written request, to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction were effected.

3. This transaction was executed in multiple trades at prices ranging from $35.48 to $36.97. This price reported in Column 4 reflects the weighted average sale prices. The Reporting Person hereby undertakes to provide, upon written request, to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction were effected.

4. This transaction was executed in multiple trades at prices ranging from $36.32 to $36.93. This price reported in Column 4 reflects the weighted average sale prices. The Reporting Person hereby undertakes to provide, upon written request, to the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction were effected.

5. Includes 297,899 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.

	Todd S. Nelson by POA: Andrew Terry	03/25/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did PRDO’s CEO report in this Form 4?

Perdoceo’s CEO reported selling 84,387 PRDO shares. He sold 40,000 shares at $35.24, 40,000 at $36.48, and 4,387 at $36.65 in open-market transactions over three days.

Were the recent PRDO insider stock sales by the CEO pre-planned?

Yes. The CEO’s PRDO share sales were made under a Rule 10b5-1 plan. The filing states the trades followed a pre-arranged trading plan adopted on May 29, 2025, indicating they were scheduled in advance.

How many PRDO shares did the CEO hold after these sales?

After the sales, the CEO held 347,981 PRDO shares. The filing explains this amount includes 297,899 unvested restricted stock units, each representing the contingent right to receive one share of Perdoceo’s common stock.

What prices did PRDO’s CEO receive for the shares he sold?

The CEO’s PRDO sales occurred around the mid-$30 range. Reported weighted average prices were $35.24, $36.48, and $36.65 per share across three trading days, with each transaction executed in multiple trades within stated price ranges.

How many PRDO shares did the CEO sell in total under this Form 4?

The CEO sold a total of 84,387 PRDO common shares. The transaction summary in the filing aggregates three open-market sale transactions into this net-sell figure for the reported period.

Do the CEO’s PRDO holdings include unvested restricted stock units?

Yes. The reported PRDO holdings include unvested RSUs. A footnote specifies that 297,899 of the reported shares are unvested restricted stock units granted under Perdoceo’s 2016 Incentive Compensation Plan.