American Public Education (APEI) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 22, 2026, with stockholders voting on director elections, executive compensation, and auditor ratification.

• In 2025, the company completed a legal combination of its three educational institutions, improved financial performance, and executed strategic divestitures and capital allocation actions.

• Revenue grew 3.9% to $648.9 million, net income rose 152% to $25.3 million, and adjusted EBITDA increased 19% to $85.7 million.

• The board emphasizes strong governance, risk management, and alignment of executive compensation with performance and shareholder interests.

Voting matters and shareholder proposals

• Stockholders will vote on electing six directors, approving executive compensation (say-on-pay), and ratifying Deloitte as the independent auditor for 2026.

• The board recommends voting FOR all proposals.

• No other business is currently anticipated at the meeting.

Board of directors and corporate governance

• Five of six director nominees are independent; all board committees are 100% independent.

• Annual elections are held for all directors; the board chair is independent.

• Board and committee evaluations are conducted annually to enhance effectiveness.

• Stock ownership guidelines require significant equity holdings for directors and executives.

• Restrictions on hedging and pledging company securities are in place.