Statement of Changes in Beneficial Ownership (4)
22 December 2021 - 9:04AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
|
1. Name and Address of Reporting Person
*
Alessi Robert |
2. Issuer Name and Ticker or Trading Symbol
ASPEN GROUP, INC.
[
ASPU
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Accounting Officer |
|
(Last)
(First)
(Middle)
276 FIFTH AVENUE, SUITE 505 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/20/2021 |
|
(Street)
NEW YORK, NY 10001
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
| Common Stock (1)(2) | 12/20/2021 | | A | | 30000 | A | $0 | 82376 (3) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Explanation of Responses: |
| (1) | Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant was exempt from Section 16(b) under the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder as it was approved by the Compensation Committee of the Board of Directors of the Issuer, which is comprised of two non-employee directors in accordance with Rule 16b-3(d). Pursuant to the Reporting Person's Employment Agreement dated December 1, 2020 (the "Employment Agreement"), the Compensation Committee granted 15,000 restricted stock units on December 20, 2021, vesting over three years in equal annual increments beginning on December 1, 2022, subject to continued employment as an executive officer on each applicable vesting date and execution of the Issuer's standard Restricted Stock Unit Agreement. |
| (2) | The Compensation Committee also granted the Reporting Person pursuant to the Employment Agreement an additional 15,000 restricted stock units effective December 1, 2022, vesting in equal annual increments over a three-year period with the first vesting date on December 1, 2023, subject to continued employment as an executive officer on December 1, 2022 and each applicable vesting date and execution of the Issuer's standard Restricted Stock Unit Agreement. Vested shares of common stock will be delivered to the Reporting Person upon the vesting of the restricted stock units. In the event of a change of control of the Issuer, vesting will accelerate. The restricted stock units were issued under the Issuer's 2018 Equity Incentive Plan. |
| (3) | Includes 6,666 shares of common stock issuable upon vesting of restricted stock units previously granted on December 1, 2019; 13,333 shares of common stock issuable upon vesting of restricted stock units previously granted on August 12, 2020; and 10,000 shares of common stock issuable upon vesting of restricted stock units previously granted on January 6, 2021. Also includes 18,334 shares of common stock acquired from vested restricted stock units previously granted on December 1, 2019, August 12, 2020 and January 6, 2021. |
Reporting Owners
|
| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Alessi Robert
276 FIFTH AVENUE
SUITE 505
NEW YORK, NY 10001 |
|
| Chief Accounting Officer |
|
Signatures
|
| /s/ Robert Alessi | | 12/21/2021 |
| **Signature of Reporting Person | Date |
Aspen (NASDAQ:ASPU)
Historical Stock Chart
From Mar 2024 to Apr 2024
Aspen (NASDAQ:ASPU)
Historical Stock Chart
From Apr 2023 to Apr 2024
