BRIDGEPOINT EDUCATION, INC. (NYSE:BPI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b) Resignation of Principal Financial Officer
On October 9, 2017, Kevin Royal, the Chief Financial Officer of Bridgepoint Education, Inc. (the “Company”) informed the Company of his intention to resign from his position effective October 13, 2017 for personal reasons unrelated to the Company. Mr. Royal will receive a severance payment equal to (i) one-year of his current base salary, payable over the 12-month period following resignation, (ii) medical insurance coverage during the 12-month period, (iii) one-year accelerated vesting of all outstanding and previously unvested stock options, restricted stock awards, restricted stock units and similar awards granted to Mr. Royal by the Company prior to his resignation and (iv) one year in which Mr. Royal may exercise his stock options after the effective date of his resignation.
(c) Appointment of Principal Financial Officer
On October 12, 2017, the Company entered into an agreement (the “Agreement”) with Joseph L. D’Amico, age 68, to serve as the Company’s interim Chief Financial Officer while the Company searches for a permanent CFO, effective October 16, 2017.
Mr. D’Amico has been the Senior Advisor to the Chairman of Vocado, LLC, a real-time student data platform that improves higher education funding, enrollment and performance through AI-enabled student finance management & actionable analytics, since August 2016. Mr.D’Amico previously served as the President of Apollo Education Group, Inc. (“Apollo”) from December 2011 to March 2013, and Executive Vice President and Advisor to Apollo’s Chief Executive Officer from March 2013 until September 2013. Mr.D’Amico served as a consultant to Apollo beginning in September 2013 for a number of months. Mr. D’Amico subsequently returned to Apollo to serve as interim Chief Financial Officer from April 2015 until October 2015.
There are no family relationships between Mr. D’Amico and any of the directors or executive officers of the Company, and there are no transactions in which Mr. D’Amico has an interest requiring disclosure under Item 404(a) of Regulation S-K.
to the Agreement, Mr. D’Amico will be paid a monthly salary of $80,000. Subject to approval by the Company’s Compensation Committee, Mr. D’Amico will receive a grant of restricted stock units with a grant date value of $150,000, with 50% of the restricted stock units vesting on April 16, 2018. Mr. D’Amico will receive corporate housing in accordance with Company policy, and BPI will provide reimbursement for any necessary and usual business expenses.
Upon commencement of his employment, Mr. D’Amico will also enter into the Company's standard form of indemnification agreement, a copy of which form has previously been filed by the Company as Exhibit 10.33 to the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015 filed with the Securities and Exchange Commission on March 8, 2016.
The foregoing summary of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
# Indicates management contract or compensatory plan
Bridgepoint Education Inc ExhibitEX-10.1 2 ex101employmentagreementda.htm EXHIBIT 10.1 Exhibit Exhibit 10.1October 12,…To view the full exhibit click here
About BRIDGEPOINT EDUCATION, INC. (NYSE:BPI)
Bridgepoint Education, Inc. (Bridgepoint) is a provider of postsecondary education services. The Company’s academic institutions include Ashford University and University of the Rockies, which offer associate’s, bachelor’s, master’s and doctoral programs online, as well as at the campuses located in Iowa and Colorado, respectively. Bridgepoint’s institutions conduct ongoing faculty and student assessment processes, and provide a range of student services. The Company is also developing Constellation, Waypoint Outcomes and mobile application technology. The Company has approximately 49,160 students enrolled in its institutions. The Company’s institutions offer approximately 1,850 courses, over 80 degree programs and approximately 150 specializations. Its institutions offer programs and specialization areas through the University of the Rockies’ two schools: the School of Organizational Leadership and the School of Professional Psychology.
