Item 8.01 Other Events.
Annual Meeting of Class B Shareholders
The Annual Meeting of the holders of Class B Common Stock (the "Class B
Shareholders") of Apollo Group, Inc. (the "Annual Meeting"), initially adjourned
by unanimous vote of the Class B Shareholders on January 21, 2009, and
subsequently on February 25, 2009, was held on Wednesday, March 11, 2009.
Election of Directors
At the Annual Meeting, the Class B Shareholders elected the following
incumbent directors to Apollo Group's Board of Directors: Dr. John G. Sperling,
Gregory W. Cappelli, Dino J. DeConcini, Charles B. Edelstein, Dr. Roy A.
Herberger, Dr. Ann Kirschner, K. Sue Redman, James R. Reis, Peter V. Sperling
and George A. Zimmer.
In addition to electing the ten incumbent directors, at the Annual Meeting
the Class B Shareholders also increased the size of Apollo Group's Board of
Directors to 13 members and elected the following nominees to serve on Apollo
Group's Board: Terri C. Bishop, Stephen J. Giusto and Manuel F. Rivelo.
Terri Bishop serves as Executive Vice President of External Affairs for
Apollo Group. She was previously Chief Communications Officer and Senior Vice
President of Public Affairs, and has been with Apollo Group since 1982. During
that time she has served in the areas of government and public affairs,
curriculum and product development and institutional research. She was the
founding Vice President and internal entrepreneur of the University of Phoenix's
online campus, providing oversight during its first ten years of start up and
development. Ms. Bishop holds a bachelor's degree in business and a master's
degree in human relations and organizational management from University of
Phoenix. She is a member of the board of directors of One Touch Systems, which
provides interactive distance learning and communications solutions. She also
serves on the board of the Latino Policy Coalition, a national non-profit
consortium of the country's leading Latino research organizations and scholars.
Stephen J. Giusto is currently Executive Vice President and Chief Financial
Officer of Korn Ferry International, a leading executive search firm. He plans
to step down as Chief Financial Officer and assume the position of Senior
Advisor to the Chief Executive Officer of Korn Ferry no later than April 30,
2009. Before joining Korn Ferry, Mr. Giusto was a Founder, Director, Executive
Vice President and Chief Financial Officer of Resources Connection, Inc., a
global professional services firm. Mr. Giusto began his career at Deloitte &
Touche where he spent 13 years and was admitted as a partner in 1996. Mr. Giusto
holds a Bachelor of Science degree in business from California Polytechnic State
University, San Luis Obispo. He was named the Orfalea School of Business Honored
Alumnus in 2005 and is a member of their Dean's Advisory Council. He is also a
member of the board of trustees and chairman of the finance committee of Cate
School, and a member of the board and past chairman of the American Cancer
Society Orange County region.
Manuel F. Rivelo has been employed by Cisco Systems, Inc., an information
technology provider, since 1992. He is currently Senior Vice President of Cisco
Development Organization Operations, the technology development organization of
Cisco Systems. Mr. Rivelo is also a member of the Cisco Development Council, the
senior leadership team of the Cisco Development Organization. Mr. Rivelo's
responsibilities include leading operations of Cisco Development Organization in
the creation of policies and processes relating to employees, investments,
engineering and systems. He previously served as a systems engineer and as
Senior Vice President of worldwide field process and technical operations for
Cisco, where he was responsible for all operations within the worldwide sales
organization. Mr. Rivelo holds a bachelor's and master's degree in electrical
engineering from the Stevens Institute of Technology. He serves on the board of
directors of CallWave, Inc., of which Mr. Peter Sperling is the Co-founder,
Chairman and a Director.
Messrs. Giusto and Rivelo will receive equity and cash compensation in
accordance with Apollo Group's director compensation plan adopted for fiscal
year 2009, as described in Apollo Group's 2009 Information
Table of Contents
Statement that was filed with the Securities and Exchange Commission on
December 17, 2008. Because Ms. Bishop is an employee of Apollo Group, she will
not receive additional compensation for serving as a director.
On March 17, 2009, Apollo Group issued a press release announcing the
election of the new directors to Apollo Group's Board. A copy of the press
release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference herein.
Ratification of Deloitte & Touche LLP Appointment
In addition to electing Apollo Group's Board of Directors, at the Annual
Meeting, the Class B Shareholders also ratified the appointment of Deloitte &
Touche LLP as Apollo Group's independent registered public accounting firm for
the fiscal year ending August 31, 2009.
The information in Item 8.01 of this Current Report on Form 8-K shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities
under that section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the Exchange Act,
regardless of any general incorporation language in such filing.