{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-063173","form_type":"8-K","ticker":"APEI","cik":"0001201792","company_name":"AMERICAN PUBLIC EDUCATION INC","filed_at":"2023-05-22T23:59:59+00:00","discovered_at":"2026-05-14T18:03:38.170492+00:00","generated_at":"2026-06-14T18:00:02.683674+00:00","sec_items":["5.02","5.07","9.01"],"event_type":"other","sentiment":"neutral","materiality_score":0.25,"calibrated_materiality_score":0.25,"confidence":"high","headline":"APEI shareholders approve 1.2M share increase in 2017 incentive plan and 500K ESPP increase","bullets":["Stockholders approved adding 1.2M shares to the 2017 Omnibus Incentive Plan (now 5.425M total).","ESPP share pool increased by 500K, bringing aggregate to 800,000 shares available.","All ten director nominees elected; advisory say-on-pay vote passed with 87% support.","Ratification of Deloitte & Touche as independent auditor for FY2023 approved.","Advisory vote on frequency of executive compensation set to every year until next required vote."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-063173","json":"https://secwatch.observer/filing/0001104659-23-063173.json","markdown":"https://secwatch.observer/filing/0001104659-23-063173.md","text":"https://secwatch.observer/filing/0001104659-23-063173.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/tm2316451d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-14T18:00:02.683674+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"23ed1107d4312427732c4cb7e07bfcadf2a2c9a1","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Compensation of Our Named Executive Officers at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 5 – Advisory Vote on the Frequency of Future Advisory Votes on Compensation of Our Named Executive Officers. The Company’s stockholders voted, on an advisory (non-binding) basis, on the frequency of future advisory stockholder votes on the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: 1 Year 2 Years 3 Years Abstentions 12,309,591 15 858,487 5,332","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"},{"claim_id":"384a85a666f0bc95b49a11229741aa9553d5d1a9","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Approval of the 2017 Omnibus Incentive Plan Amendment at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 2 – Approval of the 2017 Amendment. The Company’s stockholders approved the 2017 Plan Amendment. The votes regarding this proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 10,812,723 1,351,799 1,008,903 2,521,568","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"},{"claim_id":"805ef92a149709e33fc3fe0d84a4dc18c768990f","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Advisory Vote on the Compensation of Our Named Executive Officers at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 4 – Advisory Vote on the Compensation of Our Named Executive Officers. The Company’s stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 10,787,979 1,229,713 1,155,733 2,521,568","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"},{"claim_id":"8abb9538477259cc1af11551499e9f2cdbf275df","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Election of Directors at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 1 – Election of Directors. The Company’s stockholders elected the following persons, who were listed in the Proxy Statement, to the Board to hold office for a term expiring at the 2024 Annual Meeting of Stockholders, and until each such person’s successor is elected and qualified or until his or her earlier death, resignation or removal: Votes For Votes Against Abstentions Broker Non-Votes Eric C. Andersen 12,734,448 289,824 149,153 2,521,568 Granetta B. Blevins 10,360,823 2,663,339 149,263 2,521,568 Michael D. Braner 12,933,479 78,582 161,364 2,521,568 Anna M. Fabrega 12,927,088 84,973 161,364 2,521,568 Jean C. Halle 12,806,361 218,458 148,606 2,521,568 James Kenigsberg 12,918,455 93,606 161,364 2,521,568 Barbara L. Kurshan 12,892,296 132,523 148,606 2,521,568 Daniel S. Pianko 12,897,254 127,018 149,153 2,521,568 William G. Robinson, Jr. 12,905,234 119,585 148,606 2,521,568 Angela K. Selden 12,710,982 460,065 2,378 2,521,568","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"},{"claim_id":"cd94b1a142e193d97c061acd8e9476b91744e33d","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Approval of the Employee Stock Purchase Plan Amendment at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 3 – Approval of the ESPP Amendment. The Company’s stockholders approved the ESPP Amendment. The votes regarding this proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 11,801,507 362,994 1,008,924 2,521,568","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"},{"claim_id":"dbcd197eb63fc347adf4df3290842d5ea5577866","claim":"AMERICAN PUBLIC EDUCATION INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-05-19 meeting.","evidence_excerpt":"Proposal No. 6 – Ratification of Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The votes regarding this proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 15,621,049 70,435 3,509 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1201792/000110465923063173/0001104659-23-063173-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-19"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}