Insider Trading March 25, 2026

Perdoceo CEO Disposes $3.03 Million in Shares Under Prearranged Plan as Buyback Strategy Expands

Todd S. Nelson executed a series of Rule 10b5-1 sales while the company advances a larger repurchase program and finalizes its 2026 executive incentive plan

By Caleb Monroe PRDO
Perdoceo CEO Disposes $3.03 Million in Shares Under Prearranged Plan as Buyback Strategy Expands
PRDO

Perdoceo Education Corp. CEO Todd S. Nelson sold 84,387 shares between March 23 and March 25, 2026, for roughly $3.03 million under a Rule 10b5-1 plan. The transactions come as the company sits near its 52-week high and implements a new $100 million stock repurchase authorization while adopting its 2026 Annual Incentive Plan for senior executives.

Key Points

  • Todd S. Nelson sold 84,387 Perdoceo shares from March 23-25, 2026, for about $3.03 million under a Rule 10b5-1 plan.
  • Perdoceo approved a 2026 Annual Incentive Plan for senior employees tied 80% to adjusted operating income and 20% to individual goals, mirroring the 2025 plan.
  • The board authorized a new $100 million common stock repurchase program through June 30, 2027; prior program repurchased ~2.5 million shares for $74.8 million at an average of $29.80.

Todd S. Nelson, President and Chief Executive Officer of Perdoceo Education Corp (NASDAQ:PRDO), completed the sale of 84,387 shares of the company's common stock over three days - March 23 through March 25, 2026 - for an aggregate amount of approximately $3,029,583, according to a Form 4 filing with the Securities and Exchange Commission.

The disposals were carried out in multiple trades. On March 23, Nelson sold 40,000 shares at an average price of $35.24, with the trade prices ranging from $34.51 to $35.63. The following day he sold another 40,000 shares at an average of $36.48, in a range between $35.48 and $36.97. The final transaction on March 25 involved 4,387 shares sold at an average price of $36.65, with trade prices spanning $36.32 to $36.93.

Perdoceo's common stock is trading at $37.86, close to its 52-week high of $38.02, after posting a 53% gain over the past 12 months.

The insider sales were executed under a Rule 10b5-1 trading arrangement that Nelson adopted on May 29, 2025. Following the March transactions, Nelson's direct holdings total 347,981 shares, which include 297,899 unvested restricted stock units.


Independent data cited in the filing and accompanying analysis indicate that Perdoceo is assessed as undervalued relative to its Fair Value, and that the company carries a "GREAT" financial health score, according to InvestingPro. That analysis also notes management has been active in repurchasing shares.

Concurrently, Perdoceo's board has formalized two significant governance items in filings with the SEC. First, the company approved its 2026 Annual Incentive Plan for senior-level employees, including executive officers. The structure mirrors the 2025 plan and is driven primarily by an adjusted operating income performance metric weighted at 80%, with individual goals accounting for the remaining 20%.

Second, the board authorized a new common stock repurchase program permitting buybacks of up to $100 million of outstanding common shares on the open market. This new authorization replaces a prior $75 million program and will remain in effect through June 30, 2027.

Under the previous repurchase program, Perdoceo bought back roughly 2.5 million shares at an average price of $29.80, a total repurchase expenditure of about $74.8 million. The filings and disclosures frame these actions as part of Perdoceo's ongoing financial planning and efforts to enhance shareholder value.


While the Form 4 documents the mechanics and timing of the insider sales, the company's recent filings also highlight executive compensation design and an expanded buyback authority that together define a portion of Perdoceo's capital allocation and human capital incentives.

All facts above are derived from regulatory filings and company disclosures as noted in the filings cited.

Risks

  • Insider sales could draw investor attention to insider liquidity even though the trades were executed under a pre-established Rule 10b5-1 plan - potential impact on investor sentiment and equity market trading in education services and related financial markets.
  • The new repurchase authorization expires on June 30, 2027, introducing a finite window for buybacks; if market conditions change, the planned repurchase activity may be constrained - potential impact on capital allocation and shareholder-return strategies.
  • A large portion of the CEO's holdings are unvested restricted stock units (297,899 of 347,981 shares owned), which ties future executive equity realization to vesting schedules and company performance metrics - relevant to compensation costs and retention in the education sector.

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