UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 7, 2019
Strategic Education, Inc.
(Exact Name of Registrant as Specified in Charter)
Maryland
|
|
0-21039
|
|
52-1975978
|
|
(State or Other Jurisdiction of Incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer Identification No.)
|
2303 Dulles Station Boulevard
Herndon, VA 20171
(Address of Principal Executive Offices) (Zip Code)
(703) 561-1600
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common Stock, $0.01 par value
|
|
STRA
|
|
Nasdaq Global Select Market
|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or
revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
|
Item 2.02.
|
Results of Operations and Financial Condition.
|
On November 7, 2019, Strategic Education, Inc. (“SEI”) issued a press release announcing its financial results for the period ended
September 30, 2019. A copy of the press release is furnished as Exhibit 99.1 hereto and is hereby incorporated by reference into this Item 2.02.
The information furnished under this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” with the SEC nor incorporated by
reference in any registration statement filed by SEI under the Securities Act of 1933, as amended.
|
Item 7.01.
|
Regulation FD Disclosure.
|
On November 7, 2019, SEI will hold an Investor and Analyst Day in Washington, D.C. beginning at 8:00 am ET. The Investor and Analyst Day
presentation will be available via webcast at www.strategiceducation.com in the Investor Relations section. Following the webcast, the webcast and presentation will be archived and available at www.strategiceducation.com in the Investor Relations
section.
The information furnished under this Item 7.01 shall not be deemed “filed” with the SEC nor incorporated by reference in any registration
statement filed by SEI under the Securities Act of 1933, as amended.
| Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits.
|
Exhibit
Number
|
|
Description
|
| |
|
|
|
|
|
|
| |
|
|
|
104
|
|
Cover Page Interactive Data File (embedded within the Inline XBRL document)
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
|
|
STRATEGIC EDUCATION, INC.
|
|
Date: November 7, 2019
|
|
|
|
|
|
|
|
|
By:
|
/s/ Daniel W. Jackson
|
|
|
|
Daniel W. Jackson
|
|
|
|
Executive Vice President and Chief Financial Officer
|