Adtalem Global Education Inc.
For the period ended Dec 31, 2025. Filed Jan 28, 2026.
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Dec 31, 2025 · Filed Jan 28, 2026
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Item 5. Other Information
On December 10, 2025, Mr. Stephen W. Beard, Adtalem’s Chairman and Chief Executive Officer, adopted a 10b5-1 Preset Diversification Program (the “10b5-1 Plan”). Mr. Beard’s 10b5-1 Plan is intended to satisfy the affirmative defense
of Rule 10b5-1(c). Trades under Mr. Beard’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Mr. Beard’s 10b5-1 Plan to occur not before March 16, 2026. Mr. Beard’s 10b5-1 Plan expires on November 30, 2026. The 10b5-1 Plan governs Mr. Beard’s sale of 142,860 shares of Adtalem common stock. After such sales, Mr. Beard will continue to satisfy the stock ownership requirements for our executive officers. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.
On December 11, 2025, Mr. Douglas Beck, Adtalem’s Senior Vice President, General Counsel, Corporate Secretary and Institutional Support Services, adopted a 10b5-1 Plan. Mr. Beck’s 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c). Trades under Mr. Beck’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Mr. Beck’s 10b5-1 Plan to occur not before March 12, 2026. Mr. Beck’s 10b5-1 Plan expires on November 30, 2026. The 10b5-1 Plan governs Mr. Beck’s sale of 19,230 shares of Adtalem common stock. After such sales, Mr. Beck will continue to satisfy the stock ownership requirements for our executive officers. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.
On December 12, 2025, Mr. Robert Phelan, Adtalem’s Senior Vice President and Chief Financial Officer, adopted a 10b5-1 Plan. Mr. Phelan’s 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c). Trades under Mr. Phelan’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Mr. Phelan’s 10b5-1 Plan to occur not before March 13, 2026. Mr. Phelan’s 10b5-1 Plan expires on December 1, 2026. The 10b5-1 Plan governs Mr. Phelan’s sale of 17,500 shares of Adtalem common stock. After such sales, Mr. Phelan will continue to satisfy the stock ownership requirements for our executive officers. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.
On December 15, 2025, Dr. Karen Cox, President, Chamberlain University, adopted a 10b5-1 Plan. Dr. Cox’s 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c). Trades under Dr. Cox’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Dr. Cox’s 10b5-1 Plan to occur not before March 16, 2026. Dr. Cox’s 10b5-1 Plan expires on December 1, 2026. The 10b5-1 Plan governs Dr. Cox’s sale of 2,000 shares of Adtalem common stock. After such sales, Dr. Cox will continue to satisfy the stock ownership requirements for our executive officers. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.
On December 15, 2025, Mr. Manjunath Gangadharan, Adtalem’s Vice President and Chief Accounting Officer, adopted a 10b5-1 Plan. Mr. Gangadharan’s 10b5-1 Plan is intended to satisfy the affirmative defense of Rule 10b5-1(c). Trades under Gangadharan’s 10b5-1 Plan are subject to the required “cooling-off period” with the estimated first sale date under Mr. Gangadharan’s 10b5-1 Plan to occur not before August 23, 2026. Mr. Gangadharan’s 10b5-1 Plan expires on December 1, 2026. The 10b5-1 Plan governs Mr. Gangadharan’s sale of any performance share units (“PSUs”) that may vest on August 23, 2026. If Mr. Gangadharan’s PSUs vest at 100%,1,500 shares will be pursuant to his 10b5-1 Plan. After such sales, Mr. Gangadharan will continue to satisfy the stock ownership requirements for our executive officers. Transactions under the 10b5-1 Plan will be disclosed publicly through Form 144 and Form 4 filings with the SEC to the extent required by law.
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