Gaffney Karmela 4

What Happened

• Karmela Gaffney, SVP and Chief Marketing Officer of American Public Education, had 3,300 shares withheld to cover tax withholding related to vested RSUs (disposed shares totaling $138,945) and was also granted 5,277 restricted stock units (RSUs) on 2026-02-02. The withholding transactions were recorded as disposals: 1,239 shares @ $41.78 (1/30/2026) and two withholdings of 838 and 1,223 shares @ $42.30 (1/31/2026), totaling $51,765, $35,447 and $51,733 respectively. The grant (5,277 RSUs) shows an acquisition at $0.00 (standard for RSU awards).

Key Details

• Transaction dates/prices:
  • 2026-01-30: 1,239 shares withheld @ $41.78 = $51,765 (tax withholding)
  • 2026-01-31: 838 shares withheld @ $42.30 = $35,447 (tax withholding)
  • 2026-01-31: 1,223 shares withheld @ $42.30 = $51,733 (tax withholding)
  • 2026-02-02: 5,277 RSUs granted @ $0.00 (acquired)
• Total shares withheld (disposed): 3,300; total value withheld: $138,945.
• Shares owned after the transactions: not specified in the provided filing.
• Footnotes: withholdings were to satisfy tax obligations on RSU vesting (including performance-based RSUs); RSUs granted under the 2017 Omnibus Incentive Plan vest in three equal annual installments beginning on the first anniversary of the grant.
• Filing: Form 4 filed 2026-02-03 (period of report 2026-01-30). No late filing is indicated in the provided data.

Context

• These disposals are tax-withholding transactions (issuer withheld shares to cover taxes) rather than open-market sales — they generally do not signal a decision to sell stock for cash. The new RSU grant vests over time (three equal annual installments), so the 5,277 RSUs are not immediately liquid shares.