Wengen Alberta, LP - Oct 28, 2021 Form 4 Insider Report for LAUREATE EDUCATION, INC. (LAUR)

Role: 10%+ Owner
Signature: WENGEN ALBERTA, LIMITED PARTNERSHIP By: Wengen Investments Limited, its general partner By: /s/ M. Avi Epstein Name: M. Avi Epstein Title: Director
Stock symbol: LAUR
Transactions as of: Oct 28, 2021
Transactions value $: $0
Form type: 4
Date filed: 11/1/2021, 09:46 PM
Previous filing: Jul 8, 2021
Next filing: Feb 14, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LAUR	Class A Common Stock	Conversion of derivative security		+48.1M			48.1M	Oct 28, 2021	Direct	F1, F4, F5
transaction	LAUR	Class A Common Stock	Other		-48.1M	-100%		0	Oct 28, 2021	Direct	F2, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	LAUR	Class B Common Stock	Conversion of derivative security	$0	-48.1M	-69.74%	$0.00	20.9M	Oct 28, 2021	Class A Common Stock	48.1M		Direct	F3, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents the number of shares that were acquired upon conversion of Class B Common Stock ("Class B Common Stock") of Laureate Education, Inc. (the "Issuer") to Class A Common Stock of the Issuer ("Class A Common Stock").
F2	Upon distribution of shares of Class B Common Stock, previously indirectly beneficially owned (for purposes of Section 16) by certain investors through ownership of limited partnership interests in Wengen Alberta, Limited Partnership ("Wengen"), upon redemption of such limited partnership interests, such shares of Class B Common Stock automatically converted into shares of Class A Common Stock on a one-for-one basis (the "Distribution").
F3	Each share of Class B Common Stock is convertible into one share of Class A Common Stock upon the election of the holder or upon transfer, subject to the terms of the Issuer's Amended and Restated Certificate of Incorporation.
F4	An aggregate of 48,062,109 shares of Class B Common Stock converted automatically into 48,062,109 shares of Class A Common Stock in the Distribution.
F5	Represents shares held directly by Wengen. Wengen Investments Limited ("Wengen GP") is the general partner of Wengen. Certain investors, including, but not limited to, certain investment funds and other persons affiliated with or managed by Kohlberg Kravis Roberts & Co. L.P., CPV Partners, LLC, Sterling Fund Management, LLC and Snow Phipps Group, LLC (collectively, the "Wengen Investors"), have interests in the Issuer through Wengen. Each of the Wengen GP and the holders of interests in Wengen (including the Wengen Investors) disclaims beneficial ownership of the securities held by Wengen except to the extent of its pecuniary interest therein.