Michael P. Cole - Mar 29, 2022 Form 4 Insider Report for Zovio Inc (ZVO)

Role
Director
Signature
/s/ Diane L. Thompson, as Attorney-in-Fact
Stock symbol
ZVO
Transactions as of
Mar 29, 2022
Transactions value $
$0
Form type
4
Date filed
3/31/2022, 08:23 PM

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ZVO Common Stock Options Exercise $0 +21.1K +447.45% $0.00 25.9K Mar 29, 2022 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ZVO Restricted Stock Unit Options Exercise $0 -4.72K -33.34% $0.00 9.44K Mar 29, 2022 Common Stock 4.72K Direct F2, F3
transaction ZVO Restricted Stock Unit Options Exercise $0 -16.4K -100% $0.00* 0 Mar 29, 2022 Common Stock 16.4K Direct F2, F4
transaction ZVO Restricted Stock Unit Award $0 +18.9K $0.00 18.9K Mar 29, 2022 Common Stock 18.9K Direct F2, F5
transaction ZVO Restricted Stock Unit Award $0 +98.2K $0.00 98.2K Mar 29, 2022 Common Stock 98.2K Direct F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 29, 2022, 21,133 of the reporting person's restricted stock units were settled for an equal number of shares of the issuer's common stock.
F2 Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
F3 Subject to the reporting person's continuing service, the restricted stock units vest as follows: (i) 25% of the restricted stock units vest on the first anniversary of the vesting commencement date, and (ii) an additional 25% of the restricted stock units shall vest on each subsequent anniversary of the vesting commencement date. The vesting commencement date for the restricted stock units is March 29, 2020.
F4 Subject to the reporting person's continuing service, 100% of the restricted stock units shall vest on March 29, 2022.
F5 Subject to the reporting person's continuing service, 100% of the restricted stock units shall vest on March 29, 2023.
F6 Subject to the reporting person's continuing service, 100% of the restricted stock units ("RSUs") shall vest on March 29, 2023. If the reporting person ceases to provide service for any reason other than Cause (as defined in the issuer's Amended and Restated 2009 Stock Incentive Plan, as amended) prior to March 29, 2023, then the RSUs vested shall be determined by multiplying the total number of RSUs granted by the Pro-Ration Fraction (rounding down to the nearest whole share). "Pro-Ration Fraction" shall mean a fraction: (a) the numerator of which is the number of days that have elapsed between the January 1, 2022 through the date on which the reporting person ceases to provide service, for any reason other than Cause, and (b) the denominator of which is 365.