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EX-3.1 - EXHIBIT 3.1 - APOLLO EDUCATION GROUP INCapol_ex31.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
 
Date of Report (Date of Earliest Event Reported): November 15, 2013
Apollo Education Group, Inc.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Arizona
 
0-25232
 
86-0419443
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
 
  
 
 
 
 
4025 S. Riverpoint Parkway, Phoenix, Arizona
 
 
 
85040
(Address of principal executive offices)
 
 
 
(Zip Code)
 
 
 
Registrant’s telephone number, including area code: (480) 966-5394
 
 
 
 
 
 
 
 
 
Apollo Group, Inc.
 
 
 
 
(Former name or former address, if changed since last report)
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Section 5 - Corporate Governance and Management
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Effective November 15, 2013, Apollo Group, Inc. (the “Company”) changed its name to Apollo Education Group, Inc. by an amendment of its Amended and Restated Articles of Incorporation (the “Amendment”). The Amendment was previously approved by the Board of Directors of the Company on September 26, 2013 and adopted by the holders of Class B Common Stock of the Company on October 21, 2013. A copy of the Amendment is set forth as Exhibit 3.1 to this Current Report on Form 8-K.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is furnished herewith:
Exhibit Number
 
Description
 
3.1
 
Amendment to Amended and Restated Articles of Incorporation of Apollo Group, Inc., effective November 15, 2013
 
 
 
 
 






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
APOLLO EDUCATION GROUP, INC.
 
 
 
 
 
November 15, 2013
 
By:
 
 /s/ Brian L. Swartz
 
 
 
 
Name: Brian L. Swartz
 
 
 
 
Title: Senior Vice President and Chief Financial Officer






Exhibit Index
 
 
 
 
Exhibit Number
 
Description
 
3.1
 
Amendment to Amended and Restated Articles of Incorporation of Apollo Group, Inc., effective November 15, 2013