Director at Phoenix Education (PXED) granted 4,394 RSUs

Rhea-AI Filing Summary

Phoenix Education Partners, Inc. reported that director Johannes H. Worsoe acquired an award of 4,394 shares of common stock in the form of restricted stock units at a price of $0.00 per share.

The RSUs were granted under the company’s 2025 Omnibus Incentive Plan and will vest on the earlier of the next annual meeting of stockholders following the grant date or the first anniversary of the grant date, provided he continues serving on the board through that vesting date.

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^*

Worsoe Johannes H

(Last) (First) (Middle)

C/O PHOENIX EDUCATION PARTNERS, INC.

4035 S. RIVERPOINT PARKWAY

(Street)

PHOENIX AZ 85040

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Phoenix Education Partners, Inc. [ PXED ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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, par value $0.01 per share	02/20/2026		A		4,394	A	(1)	4,394	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. Consists of restricted stock units granted under the Phoenix Education Partners, Inc. 2025 Omnibus Incentive Plan that will vest on the earlier of: (i) the date of the annual meeting of stockholders the year following the grant date or (ii) the first anniversary of the grant date, subject to the director's continued service on the board of directors through such vesting date.

	/s/ Blair Westblom, as attorney-in-fact for Johannes Worsoe	02/24/2026
	** 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).
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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 transaction did Phoenix Education Partners (PXED) report for Johannes H. Worsoe?

Phoenix Education Partners reported an equity award to director Johannes H. Worsoe. He received 4,394 restricted stock units of common stock at $0.00 per share, reflecting a stock-based compensation grant rather than an open-market purchase or sale.

How many shares were granted to the Phoenix Education Partners (PXED) director in this Form 4?

The director was granted 4,394 restricted stock units. These RSUs represent potential shares of common stock that will be delivered if vesting conditions are met, aligning the director’s compensation with shareholder interests through stock-based incentives instead of cash.

What type of security was involved in the Phoenix Education Partners (PXED) Form 4 filing?

The filing involves restricted stock units tied to common stock. The award consists of RSUs for common stock with a par value of $0.01 per share, granted at $0.00, meaning the director does not pay cash to receive the units, subject to vesting.

What is the vesting schedule for the Phoenix Education Partners (PXED) director’s RSU grant?

The RSUs vest on the earlier of two dates. Vesting occurs at either the annual stockholders’ meeting following the grant or the first anniversary of the grant date, provided the director continues serving on the board until that vesting date.

Is the Phoenix Education Partners (PXED) Form 4 transaction an open-market buy or sell?

No, the transaction is a grant, not an open-market trade. The Form 4 reports a stock-based compensation award of 4,394 restricted stock units at $0.00 per share, classified as a grant or other acquisition, with no cash purchase or sale involved.

What plan governs the restricted stock unit grant at Phoenix Education Partners (PXED)?

The RSU grant was made under the 2025 Omnibus Incentive Plan. This plan authorizes equity-based awards to directors and others, using restricted stock units that vest over time to encourage long-term alignment with the company’s performance and shareholder value.