ITT EDUCATIONAL SERVICES INC Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2015-12-31: Form 8-K; Period of report 2015-12-31; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
- 2015-12-29: Form 8-K; Period of report 2015-12-22; Description 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.01.
- 2015-12-22: Form 8-K; Period of report 2015-12-16; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
- 2015-11-05: Form 8-K; Period of report 2015-11-05; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2015-12-31 | 8-K | 2015-12-31 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 On December 31, 2015, Kevin M. Modany, the Chief Executive Officer of the Company, informed the Company of the rescission of his notice to resign from the Chief Executive Officer position, which notice he had provided to the Company in August 2014. | form8_k.htm |
| 2015-12-29 | 8-K | 2015-12-22 | 1.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.01 Entry into a Material Definitive Agreement. 5.02 On December 26, 2015, the Company received James D. Fowler’s resignation as a member of the Company’s Board of Directors to focus on personal matters that are unrelated to any matter involving the Company. | form8_k.htm |
| 2015-12-22 | 8-K | 2015-12-16 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | d107575d8k.htm |
| 2015-11-05 | 8-K | 2015-11-05 | 2.02 Results of Operations and Financial Condition | 2.02 The press release issued by ITT Educational Services, Inc. (the “Company”) dated November 5, 2015 reporting the Company’s results of operations and financial condition for the Company’s fiscal quarter ended September 30, 2015, is incorporated herein by reference and furnished to the Securities and Exchange Commission with this report as Exhibit 99.1. | form8_k.htm |
| 2015-09-21 | 8-K | 2015-09-18 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 The Company announced that it has received a Civil Investigative Demand (“CID”) from the U.S. Department of Justice (“DOJ”). | form8_k.htm |
| 2015-09-08 | 8-K | 2015-09-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 3, 2015, ITT Educational Services, Inc. (the “Company”) and Daniel M. Fitzpatrick entered into the previously-announced Consulting Agreement (the “Consulting Agreement”). | form8_k.htm |
| 2015-07-30 | 8-K | 2015-07-27 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 The press release issued by ITT Educational Services, Inc. (the “Company”) dated July 30, 2015 reporting the Company’s results of operations and financial condition for the Company’s fiscal quarter ended June 30, 2015, is incorporated herein by reference and furnished to the Securities and Exchange Commission with this report as Exhibit 99.1. 5.02 On July 30, 2015, the Company announced that its Board of Directors has elected Rocco F. Tarasi, III as the Company’s interim Executive Vice President, Chief Financial Officer, to be effective on the business day immediately following the date on which the Company files its Quarterly Report on Form 10-Q for its quarter ended June 30, 2015 (the effective date of Mr. Tarasi’s election being referred to as the “Effective Date”). | form8_k.htm |
| 2015-07-28 | 8-K | 2015-07-27 | 5.07 Submission of Matters to a Vote of Security Holders | form8_k.htm | |
| 2015-06-30 | 8-K | 2015-06-26 | 7.01 Regulation FD Disclosure | 7.01 On June 26, 2015, ITT Educational Services, Inc. (the “Company”) submitted to the U.S. Department of Education (the “ED”) the Company’s audited consolidated financial statements for the fiscal year ended December 31, 2014, and the compliance audits for the fiscal year ended December 31, 2014 of its institutions’ administration of the federal student financial aid programs under Title IV of the Higher Education Act of 1965, as amended, in which they participate. | form8_k.htm |
| 2015-06-12 | 8-K | 2015-06-12 | 2.02 Results of Operations and Financial Condition | 2.02 The following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. | d942421d8k.htm |
| 2015-06-05 | 8-K | 2015-06-01 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On June 2, 2015, ITT Educational Services, Inc. (the “Company”) received a public reprimand letter dated June 1, 2015 from NYSE Regulation, Inc. as a result of the Company’s failure to contact the New York Stock Exchange (the “Exchange”) by telephone on May 29, 2015 in advance of its issuance of a press release and Form 8-K containing material news during Exchange trading hours. | d938777d8k.htm |
| 2015-05-29 | 8-K | 2015-05-29 | 2.02 Results of Operations and Financial Condition; 5.08 Shareholder Director Nominations; 8.01 Other Events | 2.02 The following information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 5.08 To the extent applicable, the information in Item 8.01 of this Form 8-K is incorporated by reference into this Item 5.08. 8.01 The Board of Directors of the Company has established July 27, 2015 as the new date of the Company’s 2015 Annual Meeting of Shareholders (the “2015 Annual Meeting”). | form8_k.htm |
| 2015-05-14 | 8-K | 2015-05-12 | 8.01 Other Events | 8.01 On May 12, 2015, a complaint was filed by the U.S. Securities and Exchange Commission (the “SEC”) against ITT Educational Services, Inc. (the “Company”) and its Chief Executive Officer and Chief Financial Officer in the United States District Court for the Southern District of Indiana under the following caption: United States Securities and Exchange Commission v. | form8_k.htm |
| 2015-04-29 | 8-K | 2015-04-27 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 8.01 Other Events | 2.02 The press release issued by ITT Educational Services, Inc. (the “Company”) dated April 29, 2015 reporting student enrollment results as of and for the three months ended March 31, 2015, is incorporated herein by reference and furnished to the Securities and Exchange Commission with this report as Exhibit 99.1. 5.02 On April 27, 2015, Daniel M. Fitzpatrick notified the Company of his plan to retire from the positions of Executive Vice President and Chief Financial Officer of the Company. 8.01 On April 29, 2015, the Company issued a press release relating to the matters discussed above. | d918765d8k.htm |
| 2015-03-18 | 8-K | 2015-03-16 | 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.01 See the information disclosed under Item 2.04, below, which is incorporated into this Item 2.01 by reference. 2.03 See the information disclosed under Item 2.04, below, which is incorporated into this Item 2.03 by reference. 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. 3.01 On March 16, 2015, the Company received a notice from NYSE Regulation, Inc. that, as a result of the Company’s failure to timely file its Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (the “2014 Form 10-K”), the Company is subject to the procedures set forth in the New York Stock Exchange’s (“NYSE”) Listed Company Manual, Section 802.01E, “SEC Annual and Quarterly Report Timely Filing Criteria.” The Company was required to file its 2014 Form 10-K on or before March 16, 2015 (“Filing Due Date”), and the Company does not believe that it will be able to file the 2014 Form 10-K by the extension period provided by Rule 12b-25 of the Securities Exchange Act of 1934, as amended. 8.01 On March 18, 2015, the Company issued a press release relating to certain of the matters discussed above. | form8_k.htm |
| 2015-01-30 | 8-K | 2015-01-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 (e) On January 26, 2015, the Compensation Committee of the Board of Directors of ITT Educational Services, Inc. (the “Company”) reviewed the results of the eight 2014 management objectives (the “2014 Management Objectives”) under the Company’s short-term compensation element of executive compensation previously established by the Compensation Committee. | form8_k.htm |
| 2015-01-05 | 8-K | 2014-12-30 | 5.07 Submission of Matters to a Vote of Security Holders; 5.08 Shareholder Director Nominations; 8.01 Other Events | 5.08 To the extent applicable, the information in Item 8.01 of this Form 8-K is incorporated by reference into this Item 5.08. 8.01 The Board of Directors of the Company has established May 19, 2015 as the date of the Company’s 2015 Annual Meeting of Shareholders (the “2015 Annual Meeting”). | form8_k.htm |