8-K: Perdoceo Education Corporation Appoints Hanna Skandera to Board of Directors

Hanna Skandera, president and CEO of the Daniels Fund, has been appointed to Perdoceo Education Corporation's Board of Directors, effective February 3, 2025.

Summary

• Perdoceo Education Corporation has appointed Hanna Skandera to its Board of Directors.
• The appointment follows a vote to expand the number of board seats from eight to nine.
• Ms. Skandera currently serves as president and CEO of the Daniels Fund, a $1.7 billion philanthropic organization.
• She will receive an annual retainer of $80,000, payable in quarterly installments, and a $1,500 meeting fee for each Board and committee meeting exceeding 17 meetings per year.
• Ms. Skandera will also receive a pro rata equity award of restricted stock units with a target value of $31,250, vesting on March 14, 2026.
• She is covered by the company's directors' and officers' insurance policy and has an indemnification agreement.

Sentiment

Score: 7

Explanation: The announcement is positive due to the addition of an experienced individual to the board, but it is a routine corporate governance matter and not a major event.

Positives

• The addition of Hanna Skandera, with her extensive experience in education and leadership, is expected to bring valuable insights to the board.
• Her background includes roles as Secretary of Education in New Mexico and positions in other state and federal education departments.
• The expansion of the board suggests a commitment to diverse perspectives and expertise.

Future Outlook

The company expects Ms. Skandera to bring invaluable experience and insight to the board.

Management Comments

• Greg Jackson, Chairman of the Board of Directors, stated, 'We are extremely pleased to have Hanna Skandera join our board. With her proven leadership and extensive knowledge in education, Ms. Skandera will add invaluable experience and insight to our board.'

Industry Context

The appointment of a seasoned education leader like Hanna Skandera reflects a broader trend in the education sector to enhance board expertise and governance, particularly as companies navigate evolving regulatory landscapes and strive for improved student outcomes.

Comparison to Industry Standards

• Director compensation at Perdoceo, including the $80,000 annual retainer and $1,500 meeting fee, appears to be within the typical range for publicly traded education companies of similar size.
• Equity grants for new directors are also a common practice, aligning their interests with those of shareholders.
• For example, companies like Strategic Education, Inc. and Adtalem Global Education also provide a mix of cash and equity compensation to their board members.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders may view the appointment positively, anticipating that Ms. Skandera's expertise will benefit the company's strategic direction.
• Employees may see the appointment as a sign of stability and growth for the company.
• The appointment could strengthen the company's relationships with educational institutions and organizations.

Next Steps

• Ms. Skandera will receive a pro rata equity award on February 21, 2025.
• Ms. Skandera's restricted stock units will vest on March 14, 2026, subject to continued service on the Board.
• Ms. Skandera will be named to committees of the Board at a later date.

Key Dates