UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 22, 2026, the Board of Directors (the “Board”) of American Public Education, Inc. (the “Company”) appointed Shira Goodman to serve as a director of the Company, effective as of October 27, 2026, to hold office for a term expiring at the 2027 Annual Meeting of Stockholders, and until a successor is duly elected and qualified, or until Ms. Goodman’s earlier death, resignation, or removal. Ms. Goodman has also been appointed as a member of the Audit Committee of the Board and the Management Development and Compensation Committee of the Board.
Ms. Goodman will be compensated for her service on the Board in accordance with the Company’s non-employee director compensation policy, as described in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on April 9, 2026, which currently provides for, among things, an annual cash retainer of $80,000 and an annual grant of restricted stock having a value of $110,000 on the grant date. For 2026, Ms. Goodman will receive pro-rated amounts in accordance with the non-employee director compensation policy.
Additionally, the Company and Ms. Goodman are entering into the Company’s standard indemnification agreement for executive officers and directors, which provides for indemnification and advancement of expenses in connection with specified events arising in connection with her service as a member of the Board, subject to the terms and conditions set forth therein.
Section 7 – Regulation FD
Item 7.01 Regulation FD Disclosure.
On October 27, 2026, the Company issued a press release announcing the appointment of Ms. Goodman to the Board. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| 99.1 | Press Release, dated October 27, 2026, issued by American Public Education, Inc. | |
| 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.
| American Public Education, Inc. | |||
| Date: | October 27, 2026 | By: | /s/ Edward Codispoti |
| Edward Codispoti | |||
| Executive Vice President and Chief Financial Officer | |||