Director at Phoenix Education (PXED) receives 4,394-share restricted stock grant

Rhea-AI Filing Summary

Sizer John Clement JR reported acquisition or exercise transactions in this Form 4 filing.

Phoenix Education Partners, Inc. director John Clement Sizer Jr. reported an equity award covering 4,394 shares of common stock on February 20, 2026. These were granted at no cash cost to him as restricted stock units under the company’s 2025 Omnibus Incentive Plan.

The restricted stock units will vest on the earlier of the company’s next annual meeting of stockholders following the grant date or the first anniversary of the grant date, as long as Sizer continues to serve on the board through that date. After this grant, he reports beneficial ownership of 6,425 shares in total.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sizer John Clement JR

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.01 per share	4,394	$0.00	--

Holdings After Transaction: Common Stock, par value $0.01 per share — 6,425 shares (Direct)

Footnotes (1)

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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^*

Sizer John Clement JR

(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)	6,425	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 John Sizer	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).
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 did Phoenix Education Partners (PXED) disclose in this Form 4?

Phoenix Education Partners disclosed that director John Clement Sizer Jr. received an equity award of 4,394 restricted stock units on February 20, 2026. These units relate to common stock and were granted under the 2025 Omnibus Incentive Plan with specific vesting conditions tied to future service.

How many Phoenix Education Partners (PXED) shares did the director acquire?

Director John Clement Sizer Jr. acquired an award covering 4,394 shares of common stock in the form of restricted stock units. This grant increased his reported beneficial ownership to 6,425 shares following the transaction, according to the Form 4 filed for Phoenix Education Partners.

What are the vesting terms of the PXED restricted stock units granted?

The restricted stock units will vest on the earlier of the next annual meeting of stockholders following the grant date or the first anniversary of the grant date. Vesting is conditioned on the director’s continued service on Phoenix Education Partners’ board through the applicable vesting date.

Did the Phoenix Education Partners (PXED) director pay cash for these shares?

No cash was paid for this award; the Form 4 lists a per-share price of $0.0000. The 4,394 units represent a grant or award of equity compensation under Phoenix Education Partners’ 2025 Omnibus Incentive Plan rather than an open-market purchase of common stock.

What is the total Phoenix Education Partners (PXED) ownership reported after this grant?

After receiving the 4,394 restricted stock units, director John Clement Sizer Jr. reports 6,425 shares of Phoenix Education Partners common stock beneficially owned. This total reflects his holdings following the reported equity award transaction on February 20, 2026.