| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | TWOU | Common Stock | Award | $0 | +8,717 | +4.3% | $0.000000 | 213,235 | 15 Feb 2023 | Direct | F1, F2 |
| transaction | TWOU | Common Stock | Award | $0 | +74,417 | +35% | $0.000000 | 287,652 | 27 Mar 2023 | Direct | F3, F4 |
| Id | Content |
|---|---|
| F1 | The security represents restricted stock units granted to the reporting person in connection with the certification of performance metrics of performance-based restricted stock units previously granted to the reporting person. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer. |
| F2 | The reporting person was granted performance-based restricted stock units on March 2, 2021, and March 10, 2022, which vest in the form of common stock based on metrics previously set by the Compensation Committee of issuer's Board as measured over three one-year performance periods (the "2021 Award" and "2022 Award", respectively) commencing on January 1 of 2021, 2022 and 2023 for the 2021 Award, and on January 1 of 2022, 2023 and 2024 for the 2022 Award. On February 15, 2023, the Compensation Committee determined the achievement percentage attained for the second performance period of the 2021 Award and the first performance period of the 2022 Award, which resulted in the acquisition of these restricted stock units, which will fully vest at the end of all performance periods, subject to the reporting person's continued service with issuer through such date. |
| F3 | The security represents restricted stock units granted to the reporting person. Each restricted stock unit represents a contingent right to receive one share of common stock of the issuer. |
| F4 | The restricted stock unit award will vest quarterly in equal installments as to 1/12th of the underlying shares beginning on April 1, 2023, and continuing in equal quarterly installments until 100% vested, subject to the reporting person's continued service with the issuer as of the applicable vesting date. |