1 EXHIBIT D ESCROW AGREEMENT This Escrow Agreement, dated as of __________ __, 2001 (this "Escrow Agreement"), is made by and among Strayer Education, Inc., a Maryland corporation (the "Company"), New Mountain Partners, L.P. ("NMC") and DB Capital...Escrow Agreement • December 8th, 2000 • Strayer Education Inc • Services-educational services • New York
1 EXHIBIT I REGISTRATION RIGHTS AGREEMENT This Agreement, dated _________, 2001, is entered into by and among New Mountain Partners, L.P. and DB Capital Investors, L.P. (the "Purchasers") and Strayer Education, Inc., a Maryland corporation (the...Registration Rights Agreement • December 8th, 2000 • Strayer Education Inc • Services-educational services • Maryland
STRATEGIC EDUCATION, INC. (a Maryland corporation) 1,900,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2020 • Strategic Education, Inc. • Services-educational services • New York
Strategic Education, Inc., a Maryland corporation (the “Company”), confirms its agreement with BofA Securities, Inc. (“BofA”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA is acting as Representative (in such capacity, the “Representative”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set forth in Schedules A and B hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 285,000 additional shares of Common Stock. The aforesaid 1,900,000 shares of Common Stock (the “Initial Securities”) to be purchased by the Underwriters an
UNDERWRITING AGREEMENTUnderwriting Agreement • April 16th, 1997 • Strayer Education Inc • Services-educational services • Maryland
EXHIBIT 4.02 REGISTRATION RIGHTS AGREEMENT This Agreement, dated May 15, 2001, is entered into by and among New Mountain Partners, L.P. and DB Capital Investors, L.P. (the "Purchasers") and Strayer Education, Inc., a Maryland corporation (the...Registration Rights Agreement • March 28th, 2002 • Strayer Education Inc • Services-educational services • Maryland
Exhibit 10.03 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this "Agreement") is made and entered into as of April 6, 2001, by and between STRAYER EDUCATION, INC., a Maryland corporation (the "Company"), and ROBERT S. SILBERMAN (the "Executive")....Employment Agreement • March 28th, 2002 • Strayer Education Inc • Services-educational services • Maryland
COMMON STOCKUnderwriting Agreement • November 1st, 2002 • Strayer Education Inc • Services-educational services • New York
FOR MORE INFORMATION CONTACT: Mark C. Brown, Senior Vice President and Chief Financial Officer (703) 247-2514 Sonya Udler, Vice President, Corporate Communications (703) 247-2517 sonya.udler@strayer.eduConversion Agreement • July 1st, 2004 • Strayer Education Inc • Services-educational services
This press release contains statements that are forward looking and are made pursuant to the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995 "Reform Act". The statements are based on the Company's current expectations and are subject to a number of uncertainties and risks. In connection with the Safe Harbor provisions of the Reform Act, the Company has identified important factors that could cause the Company's actual results to differ materially. The uncertainties and risks include the pace of growth of student enrollment, our continued compliance with Title IV of the Higher Education Act, and the regulations thereunder, as well as state and regional regulatory requirements, competitive factors, risks associated with the opening of new campuses, risks associated with the offering of new educational programs and adapting to other changes, risks associated with the acquisition of existing educational institutions, risks relating to the timing of regulato
EXHIBIT 10.04 REAL ESTATE PURCHASE AGREEMENT THIS REAL ESTATE PURCHASE AGREEMENT (the "AGREEMENT") made and entered into as of this 31st day of January, 2002 ("CLOSING DATE") by and among KKB, L.L.C., a Virginia limited liability company (as Seller of...Real Estate Purchase Agreement • March 28th, 2002 • Strayer Education Inc • Services-educational services • Virginia
WITNESSETHLease Agreement • March 19th, 1997 • Strayer Education Inc • Services-educational services • Virginia
1 EXHIBIT 10.1 IRREVOCABLE PROXY THIS IRREVOCABLE PROXY is entered into as of the 16th day of March, 2001, by and among Ron K. Bailey individually and in any Representative Capacity ("RKB"), and Beverly W. Bailey individually and in any Representative...Irrevocable Proxy • March 16th, 2001 • Strayer Education Inc • Services-educational services
SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT AND AMENDMENT TO OTHER LOAN DOCUMENTSRevolving Credit and Term Loan Agreement • November 7th, 2024 • Strategic Education, Inc. • Services-educational services • Virginia
THIS SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of November 8, 20122, by and among STRATEGIC EDUCATION, INC., a Maryland corporation, formerly known as Strayer Education, Inc., a Maryland corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and TRUIST BANK, successor by merger to SunTrust Bank, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), as issuing bank (the “Issuing Bank”) and as swingline lender (the “Swingline Lender”).
FOR MORE INFORMATION CONTACT: Mark C. Brown, Senior Vice President and Chief Financial Officer (703) 247-2514 Sonya Udler, Vice President, Corporate Communications (703) 247-2517 sonya.udler@strayer.eduPress Release • July 27th, 2006 • Strayer Education Inc • Services-educational services
ARTICLE I DEFINITIONSOffice Lease Agreement • March 19th, 1997 • Strayer Education Inc • Services-educational services
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • July 27th, 2023 • Strategic Education, Inc. • Services-educational services • Maryland
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of July 26, 2023 (the “Effective Date”), by and between STRATEGIC EDUCATION, INC., a Maryland corporation (the “Company”), and KARL MCDONNELL (the “Executive”).
ContractRestricted Stock Agreement • March 1st, 2019 • Strategic Education, Inc. • Services-educational services • Maryland
STRATEGIC EDUCATION, INC. FORM OF RESTRICTED STOCK AGREEMENT (PERFORMANCE BASED) GRANTED UNDER THE CAPELLA EDUCATION COMPANY 2014 EQUITY INCENTIVE PLAN
RESTRICTED STOCK AGREEMENT FOR DIRECTORSRestricted Stock Agreement • May 5th, 2015 • Strayer Education Inc • Services-educational services • Maryland
Strayer Education, Inc., a Maryland corporation (the “Corporation”), hereby grants shares of its common stock, $.01 par value (the “Stock”) to the Grantee named below, subject to the vesting conditions set forth below and in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attached Restricted Stock Agreement for Directors (together the “Agreement”), and in the Corporation’s 2015 Equity Compensation Plan (the “Plan”).
REVOLVING CREDIT AGREEMENT dated as of January 3, 2011 among STRAYER EDUCATION, INC., as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and SUNTRUST BANK as Administrative Agent SUNTRUST ROBINSON HUMPHREY, INC., as Arranger and Book ManagerRevolving Credit Agreement • January 7th, 2011 • Strayer Education Inc • Services-educational services • Virginia
THIS REVOLVING CREDIT AGREEMENT (this “Agreement”) is made and entered into as of January 3, 2011, by and among STRAYER EDUCATION, INC., a Maryland corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and SUNTRUST BANK, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), as issuing bank (the “Issuing Bank”) and as swingline lender (the “Swingline Lender”).
STRATEGIC EDUCATION, INC. FORM OF RESTRICTED STOCK AGREEMENT (FOR DIRECTORS) GRANTED UNDER THE 2018 EQUITY COMPENSATION PLAN (2021) STRATEGIC EDUCATION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • March 1st, 2021 • Strategic Education, Inc. • Services-educational services
Strategic Education, Inc., a Maryland corporation (the “Corporation”), hereby grants shares of its common stock, $.01 par value (the “Stock”) to the Grantee named below, subject to the vesting conditions set forth below and in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attached Restricted Stock Agreement (together the “Agreement”), and in the Corporation’s 2018 Equity Compensation Plan (the “Plan”).
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT AND AMENDMENT TO OTHER LOAN DOCUMENTSRevolving Credit and Term Loan Agreement • November 5th, 2020 • Strategic Education, Inc. • Services-educational services • Virginia
THIS SECOND AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of November 8, 20122, by and among STRATEGIC EDUCATION, INC., a Maryland corporation, formerly known as Strayer Education, Inc., a Maryland corporation (the “Borrower”), the several banks and other financial institutions and lenders from time to time party hereto (the “Lenders”), and TRUIST BANK, successor by merger to SunTrust Bank, in its capacity as administrative agent for the Lenders (the “Administrative Agent”), as issuing bank (the “Issuing Bank”) and as swingline lender (the “Swingline Lender”).
TRANSITION AGREEMENTTransition Agreement • November 8th, 2018 • Strategic Education, Inc. • Services-educational services • Minnesota
This TRANSITION AGREEMENT (this “Agreement”) dated as of October 29, 2017, (the “Agreement Execution Date”), is by and between Capella Education Company, a Minnesota corporation (the “Company”) and J. Kevin Gilligan (the “Executive”).
FOR MORE INFORMATION CONTACT: Mark C. Brown, Senior Vice President and Chief Financial Officer (703) 247-2514Secondary Offering Agreement • March 15th, 2004 • Strayer Education Inc • Services-educational services
ARLINGTON, Va., March 15, 2004 -- Strayer Education, Inc. (the "Company") (Nasdaq: STRA) announced today that its previously announced secondary offering of common stock closed earlier today. The 3.45 million shares sold in the offering include 450,000 shares sold pursuant to the exercise of the underwriters' over-allotment option. The Company will not receive any of the proceeds of the offering. The common shares were issued following the conversion of convertible preferred stock and the partial exercise of an option currently held by New Mountain Partners, L.P., New Mountain Strayer Trust and MidOcean Capital Investors, L.P., as well as the exercise of options held by certain of the Company's management, who sold a total of 115,000 shares in the offering. This offering was made pursuant to the exercise of existing registration rights held by the selling shareholders. After giving effect to the offering, New Mountain will continue to beneficially own approximately 11% of Strayer's equ
Strayer Education, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • February 26th, 2004 • Strayer Education Inc • Services-educational services • New York
SALE AND PURCHASE AGREEMENTSale and Purchase Agreement • August 5th, 2020 • Strategic Education, Inc. • Services-educational services • New South Wales
AGREEMENT AND PLAN OF MERGER among STRAYER EDUCATION, INC., CAPELLA EDUCATION COMPANY, and SARG SUB INC. Dated as of October 29, 2017Merger Agreement • October 30th, 2017 • Strayer Education Inc • Services-educational services • Maryland
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of October 29, 2017, by and among Capella Education Company, a Minnesota corporation (“Cardinal”), Strayer Education, Inc., a Maryland corporation (“Sarg”), and Sarg Sub Inc., a Minnesota corporation and a wholly owned subsidiary of Sarg (“Merger Sub”).
STRAYER EDUCATION, INC. 2011 EQUITY COMPENSATION PLAN RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 16th, 2012 • Strayer Education Inc • Services-educational services
Strayer Education, Inc., a Maryland corporation (the “Corporation”), hereby grants shares of its common stock, $.01 par value (the “Stock”) to the Grantee named below, subject to the vesting conditions set forth below and in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attachment and in the Corporation’s 2011 Equity Compensation Plan (the “Plan”).
AMENDED STRAYER EDUCATION, INC. 1996 STOCK OPTION PLAN RESTRICTED STOCK AGREEMENT FOR EMPLOYEERestricted Stock Agreement • May 12th, 2006 • Strayer Education Inc • Services-educational services • Maryland
Strayer Education, Inc., a Maryland corporation (the "Corporation"), hereby grants shares of its common stock, $.01 par value (the "Stock") to the Grantee named below, subject to the vesting conditions set forth in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attachment and in the Corporation's Amended 1996 Stock Option Plan (the "Plan").
STRATEGIC EDUCATION, INC. FORM OF RESTRICTED STOCK AGREEMENT (NON-EMPLOYEE DIRECTORS) GRANTED UNDER THE 2018 EQUITY COMPENSATION PLAN STRATEGIC EDUCATION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 29th, 2024 • Strategic Education, Inc. • Services-educational services
Strategic Education, Inc., a Maryland corporation (the “Corporation”), hereby grants shares of its common stock, $.01 par value (the “Stock”) to the Grantee named below, subject to the vesting conditions set forth below and in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attached Restricted Stock Agreement (together the “Agreement”), and in the Corporation’s 2018 Equity Compensation Plan (the “Plan”).
by and amongPreferred Stock Purchase Agreement • December 8th, 2000 • Strayer Education Inc • Services-educational services • Maryland
STRAYER EDUCATION, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • May 5th, 2015 • Strayer Education Inc • Services-educational services • Maryland
Strayer Education, Inc., a Maryland corporation (the “Corporation”), hereby grants shares of its common stock, $.01 par value (the “Stock”) to the Grantee named below, subject to the vesting conditions set forth below and in the attachment. Additional terms and conditions of the grant are set forth in this cover sheet, in the attached Restricted Stock Agreement (together the “Agreement”), and in the Corporation’s 2015 Equity Compensation Plan (the “Plan”).
CONTACT: MARK C. BROWN CHIEF FINANCIAL OFFICER STRAYER EDUCATION, INC. (703) 247-2514 STRAYER EDUCATION, INC. ANNOUNCES FIRST QUARTER COMMON STOCK CASH DIVIDEND ARLINGTON, VA., MARCH 16, 2004 - Strayer Education, Inc. (Nasdaq: STRA) today announced...Dividend Declaration • March 16th, 2004 • Strayer Education Inc • Services-educational services
ARLINGTON, VA., MARCH 16, 2004 - Strayer Education, Inc. (Nasdaq: STRA) today announced that the Company's Board of Directors declared a quarterly cash dividend of $0.065 per common share ($0.26 annually) for the quarter ending March 31, 2004. The dividend is payable on April 20, 2004 to shareholders of record as of April 6, 2004.
FORM OF AMENDED STRAYER EDUCATION, INC. 1996 STOCK OPTION PLAN NONQUALIFIED STOCK OPTION AGREEMENT FOR EMPLOYEENonqualified Stock Option Agreement • February 23rd, 2005 • Strayer Education Inc • Services-educational services • Maryland
Strayer Education, Inc., a Maryland corporation (the "Corporation"), hereby grants an option to purchase shares of its common stock, $.01 par value, (the "Stock") to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attachment and in the Corporation's Amended 1996 Stock Option Plan (the "Plan").
STRAYER EDUCATION, INC.Nonqualified Stock Option Agreement • May 5th, 2015 • Strayer Education Inc • Services-educational services
Strayer Education, Inc., a Maryland corporation (the “Corporation”), hereby grants an option to purchase shares of its common stock, $.01 par value, (the “Stock”) to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attached Nonqualified Stock Option Agreement (together the “Agreement”), and in the Corporation's 2015 Equity Compensation Plan (the “Plan”).
FOR MORE INFORMATION CONTACT: Mark C. Brown, Senior Vice President and Chief Financial Officer (703) 247-2514 Sonya Udler, Vice President, Corporate Communications (703) 247-2517 sonya.udler@strayer.eduSecondary Offering • February 4th, 2004 • Strayer Education Inc • Services-educational services
ARLINGTON, Va., February 3, 2004 - Strayer Education, Inc. (the "Company") (Nasdaq: STRA) announced today that it has filed a registration statement with the Securities and Exchange Commission for a proposed secondary offering of three million shares of common stock. The Company will not receive any of the proceeds of the offering.
STRAYER EDUCATION, INC.Nonqualified Stock Option Agreement • February 14th, 2013 • Strayer Education Inc • Services-educational services
Strayer Education, Inc., a Maryland corporation (the "Corporation"), hereby grants an option to purchase shares of its common stock, $.01 par value, (the "Stock") to the optionee named below. The terms and conditions of the option are set forth in this cover sheet, in the attachment and in the Corporation's 2011 Equity Compensation Plan (the “Plan”).
