Perdoceo CEO sells 46K shares at $32.89 each

PRDO’s President and CEO sold 46,199 shares under a pre-arranged Rule 10b5-1 trading plan and continues to hold 301,782 shares including substantial unvested RSUs.

Rhea-AI Filing Summary

PERDOCEO EDUCATION Corp (PRDO) reported that President and CEO Todd S. Nelson sold 46,199 shares of common stock on September 15, 2026 in open-market transactions at a weighted average price of $32.89 per share, with individual trade prices ranging from $32.34 to $33.13. The sales were effected under a Rule 10b5-1 trading plan adopted on May 14, 2026. After these sales, Nelson holds 301,782 shares directly, including 297,899 unvested restricted stock units granted under the company’s 2016 Incentive Compensation Plan.

Insider Trade Summary 10b5-1

Net Seller: 46,199 shares

Net Sell 1 txn

Insider NELSON TODD S

Role President and CEO

Sold 46,199 shs ($1.52M)

Type	Security	Shares	Price	Value
Sale	Common Stock F1, F2, F3	46,199	$32.89	$1.52M

Holdings After Transaction: Common Stock — 301,782 shares (Direct)

Footnotes (3)

1. F1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 14, 2026.
2. F2. This transaction was executed in multiple trades at prices ranging from $32.34 to $33.13. 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. F3. 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.

Key Figures

Shares sold: 46,199 shares Weighted average sale price: $32.89 per share Trade price range: $32.34–$33.13 per share +3 more

6 metrics

Shares sold 46,199 shares Common stock sale reported for September 15, 2026

Weighted average sale price $32.89 per share Open-market or private sale of 46,199 PRDO shares

Trade price range $32.34–$33.13 per share Multiple trades comprising the reported sale

Shares held after transaction 301,782 shares Direct PRDO common stock holdings after September 15, 2026 sale

Unvested restricted stock units 297,899 RSUs Included within post-transaction holdings under 2016 Incentive Compensation Plan

Rule 10b5-1 plan adoption date May 14, 2026 Date CEO’s trading plan governing the reported sales was adopted

Key Terms

Rule 10b5-1 trading plan, weighted average sale prices, restricted stock units, 2016 Incentive Compensation Plan

4 terms

Rule 10b5-1 trading plan regulatory

"The sales reported ... were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average sale prices financial

"This price reported in Column 4 reflects the weighted average sale prices"

restricted stock units financial

"Includes 297,899 unvested restricted stock units granted pursuant to Issuer's 2016 Incentive"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

2016 Incentive Compensation Plan financial

"unvested restricted stock units granted pursuant to Issuer's 2016 Incentive Compensation Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PRDO report for President and CEO Todd S. Nelson?

PRDO reported that Todd S. Nelson sold 46,199 shares of common stock on September 15, 2026 in open-market transactions at a weighted average price of $32.89 per share, with trade prices ranging from $32.34 to $33.13.

How many PRDO shares does Todd S. Nelson hold after the reported sale?

After the reported sale, Todd S. Nelson holds 301,782 shares of PRDO common stock directly. This amount includes 297,899 unvested restricted stock units, each representing the contingent right to receive one share of PRDO common stock.

Was the PRDO insider sale made under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Todd S. Nelson on May 14, 2026, indicating the trades were pre-arranged under that plan.

What price range did the PRDO CEO’s share sales occur at?

The transactions were executed in multiple trades at prices ranging from $32.34 to $33.13 per share. The reported $32.89 figure is the weighted average sale price for the 46,199 shares sold.

How many unvested RSUs linked to PRDO stock does Todd S. Nelson have?

Todd S. Nelson’s post-transaction holdings include 297,899 unvested restricted stock units, each representing the contingent right to receive one share of PRDO common stock, granted under PERDOCEO EDUCATION Corp’s 2016 Incentive Compensation Plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 06:00 PM Accepted by SEC EDGAR 09/17/2026 - 06:00 PM Learn about SEC filing dates

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).

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)
09/15/2026

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	09/15/2026		S		46,199(1)	D	$32.89(2)	301,782(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. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 14, 2026.

2. This transaction was executed in multiple trades at prices ranging from $32.34 to $33.13. 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. 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	09/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)