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| APOL > SEC Filings for APOL > Form 8-K on 11-Jun-2012 | All Recent SEC Filings |
11-Jun-2012
Change in Directors or Principal Officers, Regulation FD Disclosure, Financial S
On June 8, 2012, the Board of Directors (the "Board") of Apollo Group, Inc. (the "Company") appointed Margaret Spellings to fill a vacancy created by an increase in the Board from fourteen to fifteen members, effective June 9, 2012. With the appointment of Ms. Spellings, the Board contains nine independent members. Ms. Spellings was also appointed to serve on the Board's Compensation Committee.
Ms. Spellings will participate in the cash and equity compensation programs provided to and upon the same terms as our other non-employee directors, but with respect to fiscal year 2012 Board service, will receive cash compensation on a prorated basis and will not receive an equity grant. These cash and equity compensation programs are more fully described under "Director Compensation" in our Information Statement on Form 14C filed with the Securities and Exchange Commission on December 28, 2011, which description is incorporated in this Item 5.02 by this reference. In addition, we have entered into an indemnification agreement with Ms. Spellings on substantially the same terms as for our other non-employee directors which obligates us to indemnify her in her capacity as a director to the maximum extent permitted by law.
On June 11, 2012, the Company issued a press release announcing the appointment of Margaret Spellings to its Board of Directors. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
The information in Item 7.01 of this Form 8-K and Exhibit 99.1 furnished herewith 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 they 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 any such filing.
(d) Exhibits.
The following exhibits are provided herewith:
Exhibit Number Description 99.1 Text of press release issued by Apollo Group, Inc. dated June 11, 2012. |
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