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ZVO / Zovio Inc / Nantahala Capital Management, LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* ZOVIO INC (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 14, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter)

As Filed with the Securities and Exchange Commission on December 7, 2022

As Filed with the Securities and Exchange Commission on December 7, 2022 Registration Nos.

ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION On November 23, 2022, Zovio Inc, a Delaware corporation (?Zovio? or the ?Company?), Fullstack Academy, LLC, a California limited liability company and a wholly-owned subsidiary of Zovio (?Fullstack?), and Simplilearn Americas, Inc. (?Purchaser?), entered into a Membership Interest Purchase Agreement (th

Membership Interest Purchase Agreement, dated as of November 23, 2022, by and among the Registrant, Fullstack Academy, LLC, and Simplilearn Americas, Inc.

Exhibit 2.1 MEMBERSHIP INTEREST PURCHASE AGREEMENT by and between ZOVIO INC and SIMPLILEARN AMERICAS, INC. Dated November 23, 2022 Exhibit 2.1 TABLE OF CONTENTS Page ARTICLE I. DEFINITIONS & INTERPRETATIONS 1 1.1 Certain Definitions. 1 1.2 Additional Definitions. 14 1.3 Certain Interpretations. 15 1.4 Seller Disclosure Letter. 19 ARTICLE II. THE SALE TRANSACTION 19 2.1 The Sale Transaction. 19 2.2

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 23, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

ZVO / Zovio Inc / Sevensaoi Capital, Llc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 3)1 Zovio Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) Michael P. Cole SevenSaoi C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 q32022formnt10-q.htm NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition R

ZVO / Zovio Inc / BROWN BROTHERS HARRIMAN & CO - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Amendment No. 1 Zovio Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98979V102 (CUSIP Number) (November 8, 2022) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule 13d-1(b) ¨ Rule 13d-1(c) ¨ Rule 13d-1(d) * T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2022 ZOVIO INC (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 1, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 25, 2022 ZOVIO INC (Exact n

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 25, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Loan and Security Agreement, dated as of September 16, 2022 by and among Zovio Inc, Fullstack Academy, LLC, and Calla Lily Holdings LLC

EXHIBIT 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this ?Agreement?) dated as of September 16, 2022 (the ?Effective Date?) by and among (i) CALLA LILY HOLDINGS LLC, a Delaware limited liability company (the ?Lender?), (ii) ZOVIO INC, a Delaware corporation (?Borrower Representative?) and (iii) FULLSTACK ACADEMY, LLC, a Delaware limited liability company (?FullStack?, and to

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): September 16, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

ZVO / Zovio Inc / HEARTLAND ADVISORS INC Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ZOVIO, INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 98979V102 (CUSIP Number) August 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule i

ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION On July 31, 2022, Zovio Inc, a Delaware corporation (?Zovio? or the ?Company?), entered into and simultaneously closed a new asset purchase agreement (the ?New Asset Purchase Agreement?), pursuant to which Zovio sold to UAGC all of the remaining assets of Zovio related to the UAGC Services Business (the

Financing Agreement, dated as of April 14, 2022, by and among Zovio Inc and Blue Torch Finance, LLC.

Exhibit 10.1 FINANCING AGREEMENT Dated as of April 14, 2022 by and among ZOVIO INC, as Borrower, AND EACH SUBSIDIARY OF THE BORROWER LISTED AS A GUARANTOR ON THE SIGNATURE PAGES HERETO, as Guarantors, THE LENDERS FROM TIME TO TIME PARTY HERETO, as Lenders, and BLUE TORCH FINANCE, LLC, as Administrative Agent and Collateral Agent FOR PURPOSES OF SECTIONS 1272, 1273 AND 1275 OF THE INTERNAL REVENUE

Asset Purchase Agreement dated May 23, 2022, by and among Zovio Inc, TutorMe, LLC, Liminex, Inc. and Zorro Holdco, LLC

Exhibit 2.1 ASSET PURCHASE AGREEMENT by and among ZOVIO INC, TUTORME, LLC, LIMINEX, INC. and ZORRO HOLDCO, LLC Dated May 23, 2022 Exhibit 2.1 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS & INTERPRETATIONS 5 1.1 Certain Definitions. 5 1.2 Additional Definitions 20 1.3 Certain Interpretations 22 1.4 Seller Disclosure Letter 25 ARTICLE II THE TRANSACTION 25 2.1 The Transaction 25 2.2 Excluded Assets

Asset Purchase and Sale Agreement dated July 31, 2022 between Zovio Inc and University of Arizona Global Campus

Exhibit 2.2 ASSET PURCHASE AND SALE AGREEMENT THIS ASSET PURCHASE AND SALE AGREEMENT (together with the Exhibits and Schedules hereto, this ?Agreement?), dated July 31, 2022, is made by and between Zovio Inc, a Delaware corporation (?Seller?), and The University of Arizona Global Campus, an Arizona non-profit corporation (?Buyer?), operated in affiliation with The University of Arizona (?UofA?). I

to purchase shares of Common Stock of Zovio

Exhibit 10.3 THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR THE SECURITIES LAWS OF ANY STATE AND MAY BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF ONLY IF SUCH SECURITIES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OR SUCH STATE SECU

Pledge and Security Agreement, dated as of April 14, 2022, by and among Zovio Inc and Blue Torch Finance, LLC.

Exhibit 10.2 PLEDGE AND SECURITY AGREEMENT Dated as of April 14, 2022 by and among ZOVIO INC, as Borrower, AND EACH SUBSIDIARY OF THE BORROWER LISTED AS A GUARANTOR ON THE SIGNATURE PAGES HERETO, and BLUE TORCH FINANCE, LLC, as Collateral Agent Exhibit 10.2 TABLE OF CONTENTS Page SECTION 1. Definitions. 3 SECTION 2. Grant of Security Interest 7 SECTION 3. Security for Secured Obligations 9 SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 31, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Zovio Announces Agreement to Divest OPM Business to University of Arizona Global Campus

Exhibit 99.1 Press Release For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Announces Agreement to Divest OPM Business to University of Arizona Global Campus CHANDLER, Ariz. (August 1, 2022) ? Zovio (Nasdaq: ZVO), an education technology services company that partners with higher education institutions and employers, announced today that it has closed

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 1, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 31, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Zovio Inc Reports Second Quarter 2022 Results

Exhibit 99.1 For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Inc Reports Second Quarter 2022 Results CHANDLER, AZ (August 1, 2022) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three and six months ended June 30, 2022. Transaction Completed with The University of Arizona Global Campus On July

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 12, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

Exhibit 99.1 ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION On May 23, 2022, Zovio Inc, a Delaware corporation (?Zovio? or the ?Company?), TutorMe, LLC, a California limited liability company and a wholly-owned subsidiary of Zovio (?Seller?), Liminex, Inc., a Delaware corporation (?Purchaser Parent?), and Zorro Holdco, LLC, a Delaware limited liability company a

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 23, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 23, 2022 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.____)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 11, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 10, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Zovio Inc Reports First Quarter 2022 Results

Exhibit 99.1 For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Inc Reports First Quarter 2022 Results CHANDLER, AZ (May 10, 2022) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three months ended March 31, 2022. Financial Results for the Three Months Ended March 31, 2022 Revenue and other revenue

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 3, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 29, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

ZVO / Zovio Inc / BROWN BROTHERS HARRIMAN & CO - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Initial Filing Zovio Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 98979V102 (CUSIP Number) (May 2, 2022) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: x Rule 13d-1(b) ¨ Rule 13d-1(c) ¨ Rule 13d-1(d) * The rem

As Filed with the Securities and Exchange Commission on April 26, 2022

As Filed with the Securities and Exchange Commission on April 26, 2022 Registration No.

Filing fee table.

EXHIBIT 107 Calculation of Filing Fee Tables Form S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 (Form Type) ZOVIO INC (Exact name of registrant as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.

Power of Attorney - Zovio Inc Directors.

EXHIBIT 24.1 POWER OF ATTORNEY - ZOVIO INC DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of ZOVIO INC, a Delaware corporation (the ?Company?), hereby nominates and appoints RANDY J. HENDRICKS and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's respective name and in the capacity or

Zovio Inc Reports Fourth Quarter and Full Year 2021 Results

Exhibit 99.1 For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Inc Reports Fourth Quarter and Full Year 2021 Results CHANDLER, Ariz. (April 15, 2022) - Zovio Inc (NASDAQ:ZVO), an education technology services company, today announced the results for its fourth quarter and full year ended December 31, 2021. Financial Results for the Three Months Ended De

Amended and Restated Form of Severance Agreement under the Executive Severance Plan.

Exhibit 10.23 Form of Executive Severance Agreement SEVERANCE AGREEMENT FOR EXECUTIVES [Revised as of August 17, 2020] THIS SEVERANCE AGREEMENT (this ?Agreement?), dated as of , is made by and between ZOVIO Inc, a Delaware corporation (the ?Company?), and (?Executive?). WITNESSETH: WHEREAS, Executive is an executive of the Company and has made and is expected to continue to make major contribution

List of subsidiaries of the registrant.

Exhibit 21.1 SUBSIDIARIES OF ZOVIO INC AS OF DECEMBER 31, 2021 JURISDICTION OF INCORPORATION OR ORGANIZATION SUBSIDIARIES OF ZOVIO INC: Maverick, LLC California Insource Shared Services, LLC Delaware Ed Tech Platform, LLC Delaware Fullstack Academy, LLC Delaware TutorMe, LLC California SUBSIDIARIES OF TUTORME, LLC: TutorMe RUS LLC Russia

Description of the registrants securities

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of April 15, 2022, Zovio Inc has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), our Common Stock. Description of Common Stock The following description of our Common Stock is a summary and do

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ☐ TRANSITION REPORT PURSU

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 15, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Director Equity Deferral Program

Exhibit 10.19 DIRECTOR EQUITY DEFERRAL PROGRAM UNDER THE ZOVIO INC 2009 STOCK INCENTIVE PLAN This Director Equity Deferral Program (the ?Deferral Program?) is adopted by the Board of Directors (?Board?) of Zovio Inc, a Delaware corporation (the ?Company?), pursuant to the Zovio Inc 2009 Stock Incentive Plan, as amended (the ?Plan?), and is effective as of October 13, 2021. When a word or phrase ap

Offer Letter to Randy Hendricks, dated November 3, 2021

Exhibit 10.29 November 3, 2021 Randy Hendricks 531 Serenity Point Drive Henderson, Nevada 890 Re: Offer of Employment Dear Randy, On behalf of Zovio, we are pleased to offer you the position of Chief Executive Officer. The pertinent details of this offer are set forth below. As Chief Executive Officer, Zovio?s Nominating and Governance Committee will also recommend that you also be appointed a mem

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-CEN ? Form N-CSR For Period Ended: December 31, 2021 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q For the Transition Pe

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 7, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 3, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

ZVO / Zovio Inc / Nantahala Capital Management, LLC - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* ZOVIO INC (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

ZVO / Zovio Inc / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 2) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Zovio Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2021

ZVO / Zovio Inc / DIMENSIONAL FUND ADVISORS LP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4 )* Zovio Inc (Name of Issuer) Common Stock (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

ZVO / Zovio Inc / HEARTLAND ADVISORS INC - AMENDMENT NO. 2 TO SCHEDULE 13G Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZOVIO, INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 20, 2022 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Zovio Inc 2021 CEO Inducement Equity Incentive Plan

EXHIBIT 99.1 ZOVIO INC. 2021 CEO INDUCEMENT EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The Company is considering the hiring of a new CEO, and the purposes of this Plan are to attract and retain a new CEO by providing an inducement material to his/her employment with the Company or any Parent or Subsidiary of the Company. The Plan permits the grant of Nonstatutory Stock Options, Restricted Sto

Power of Attorney - Zovio Inc Directors.

EXHIBIT 24.1 POWER OF ATTORNEY - ZOVIO INC DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of ZOVIO INC, a Delaware corporation (the ?Company?), hereby nominates and appoints RANDY HENDRICKS and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's respective name and in the capacity or ca

As filed with the Securities and Exchange Commission on January 5, 2022

As filed with the Securities and Exchange Commission on January 5, 2022 Registration No.

Form of Performance Unit Award under the Zovio Inc 2021 CEO Inducement Equity Incentive Plan.

Exhibit 99.3 ZOVIO INC 2021 CEO INDUCEMENT EQUITY INCENTIVE PLAN PERFORMANCE UNIT AWARD AGREEMENT Unless otherwise defined herein, the terms defined in the Zovio Inc 2021 CEO Inducement Equity Incentive Plan (the ?Plan?) will have the same defined meanings in this Performance Unit Award Agreement. This Performance Unit Award Agreement, along with the Terms and Conditions of Performance Unit Grant,

Form of Restricted Stock Unit Award under the Zovio Inc 2021 CEO Inducement Equity Incentive Plan.

Exhibit 99.2 ZOVIO INC 2021 CEO INDUCEMENT EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AWARD AGREEMENT (Three Year Vest Schedule) Unless otherwise defined herein, the terms defined in the Zovio Inc 2021 CEO Inducement Equity Incentive Plan (the ?Plan?) will have the same defined meanings in this Restricted Stock Unit Award Agreement. This Restricted Stock Unit Award Agreement, along with the Terms

EdTech Company, ZOVIO, Announces New CEO Randy Hendricks Hired to Lead Next Stage of Company Growth

Exhibit 99.1 Press Release For Immediate Release Contact: Vickie Schray [email protected] EdTech Company, ZOVIO, Announces New CEO Randy Hendricks Hired to Lead Next Stage of Company Growth CHANDLER, Ariz. (December 1, 2021) ? Zovio (Nasdaq: ZVO), an education technology services company that partners with higher education institutions and employers, today announced its Board of Directors has appoin

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): December 1, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Zovio Inc Reports Third Quarter 2021 Results

Exhibit 99.1 For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Inc Reports Third Quarter 2021 Results CHANDLER, AZ (October 27, 2021) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three and nine months ended September 30, 2021. "For the third quarter of 2021, our results were largely in-line wit

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 27, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 28, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Zovio Inc Reports Second Quarter 2021 Results

Exhibit 99.1 For Immediate Release Contact: Vickie Schray [email protected] 866 475 0317 x10003 Zovio Inc Reports Second Quarter 2021 Results CHANDLER, AZ (July 28, 2021) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three and six months ended June 30, 2021. "We delivered second quarter 2021 results in-line with our expectations, des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ☐ TRANSITION REPORT P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 27, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 19, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 12, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Zovio Inc Reports First Quarter 2021 Results

Exhibit 99.1 For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports First Quarter 2021 Results CHANDLER, AZ (May 12, 2021) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three months ended March 31, 2021. "For the first quarter of 2021, our Zovio Growth segment generated further momentum

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): April 7, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defini

- DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defini

Zovio Announces Two New Appointments to the Board of Directors New Directors Increase the Expertise and Diversity of its Board

Exhibit 99.1 PRESS RELEASE For Immediate Release Alanna Vitucci [email protected] 858.668.2586 x11636 Zovio Announces Two New Appointments to the Board of Directors New Directors Increase the Expertise and Diversity of its Board CHANDLER, Ariz. (March 30, 2021) – Zovio (Nasdaq: ZVO), an education technology services company that partners with higher education institutions, announced today t

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): March 29, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

ZOVIO Announces Transition Plan for CEO Board Commences Search for Permanent Successor

Exhibit 99.1 PRESS RELEASE For Immediate Release Alanna Vitucci [email protected] 858.668.2586 x11636 ZOVIO Announces Transition Plan for CEO Board Commences Search for Permanent Successor CHANDLER, Ariz. (March 22, 2021) – Zovio, Inc. (Nasdaq: ZVO) announced today that Andrew Clark, Founder, President and CEO, and the Zovio Board of Directors, mutually agreed to his departure from the Comp

Separation Agreement and Release, by and between Zovio Inc and Andrew S. Clark, dated March 21, 2021

Exhibit 10.1 SEPARATION AGREEMENT AND RELEASE This Separation Agreement and Release (?Agreement?) is made by and between Andrew Clark (?Employee?) and Zovio Inc. (the ?Company?) (collectively referred to as the ?Parties? or individually referred to as a ?Party?). RECITALS WHEREAS, Employee currently serves as a member of the Board of Directors and Chief Executive Officer of the Company pursuant to

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): March 21, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Description of the registrants securities

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 24, 2021, Zovio Inc has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?), our Common Stock. Description of Common Stock The following description of our Common Stock is a summary and

Zovio Inc Reports Fourth Quarter and Full Year 2020 Results Zovio Growth segment continues to exceed expectations, delivering 105% revenue growth in 2020

Exhibit 99.1 For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports Fourth Quarter and Full Year 2020 Results Zovio Growth segment continues to exceed expectations, delivering 105% revenue growth in 2020 CHANDLER, Ariz. (February 24, 2021) - Zovio Inc (NASDAQ:ZVO), an education technology services company, today announced the results for its fo

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34272 ZOVIO INC (Exa

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 24, 2021 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number

List of subsidiaries of the registrant.

Exhibit 21.1 SUBSIDIARIES OF ZOVIO INC AS OF DECEMBER 31, 2020 JURISDICTION OF INCORPORATION OR ORGANIZATION SUBSIDIARIES OF ZOVIO INC: Maverick, LLC California Bridgepoint Education Real Estate Holdings, LLC Iowa Insource Shared Services, LLC Delaware Ed Tech Platform, LLC Delaware Fullstack Academy, LLC Delaware TutorMe, LLC California SUBSIDIARIES OF MAVERICK, LLC: Center Leaf Partners, LLC Iow

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) Zovio Inc (Name of Issuer) COM (Title of Class of Securities) 98979V102 (CUSIP Number) 12/31/2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ? Rule 13d-

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Zovio Inc (Name of Issuer) Common Stock (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZOVIO INC (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) (CUSIP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZOVIO INC (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)*

SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZOVIO, INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - 8-K

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): January 27, 2021 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Amendment No. 1 to the Third Amended and Restated Bylaws of Zovio Inc.

Exhibit 3.1 AMENDMENT NO. 1 TO THE THIRD AMENDED AND RESTATED BYLAWS OF ZOVIO INC The Third Amended and Restated Bylaws (the “Bylaws”) of Zovio Inc (the “Corporation”) are hereby amended to add Article X, to read as follows: “ARTICLE X - EXCLUSIVE FORUMS To the fullest extent permitted by law: 10.1. [Delaware Forum] Unless the corporation expressly consents in writing to the selection of an altern

- S-8

As Filed with the Securities and Exchange Commission on January 27, 2021 Registration No.

Power of Attorney - Zovio Inc Directors.

EX-24.1 4 ex-2412021sx8poa.htm EX-24.1 EXHIBIT 24.1 POWER OF ATTORNEY - ZOVIO INC DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of ZOVIO INC, a Delaware corporation (the “Company”), hereby nominates and appoints ANDREW S. CLARK and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's re

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 1) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. 1) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Zovio Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2020

ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION

EX-99.1 2 ex-991xproformafinanci.htm EX-99.1 Exhibit 99.1 ZOVIO INC REPORTS UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION On December 1, 2020, Zovio Inc (“Company”) an education technology services company, entered into an Asset Purchase and Sale Agreement (the “Purchase Agreement”), by and among the Company, AU LLC, the Arizona Board of Regents, a body corporate, for and on beh

Financial Statements and Exhibits - 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 1, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Com

Zovio Announces Historic Higher Education Transaction Zovio completes sale of Ashford University to University of Arizona Global Campus, will continue to provide world-class education technology services

EX-99.1 4 ex991-pressreleasexaus.htm EX-99.1 Exhibit 99.1 Press Release For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Announces Historic Higher Education Transaction Zovio completes sale of Ashford University to University of Arizona Global Campus, will continue to provide world-class education technology services CHANDLER, Ariz. (Dec. 1, 2020) -

Amendment No. 1 to Asset Purchase and Sale Agreement, dated December 1, 2020, by and among Zovio Inc, Ashford University, LLC, The University of Arizona and The University of Arizona Global Campus

Exhibit 10.2 AMENDMENT NO. 1 TO ASSET PURCHASE AND SALE AGREEMENT THIS AMENDMENT NO. 1 TO ASSET PURCHASE AND SALE AGREEMENT (this “Amendment”), dated as of December 1, 2020 (the “Amendment Effective Date”), is by and among Zovio Inc, a Delaware corporation (“Seller Parent”) and Ashford University, LLC, a California limited liability company (“Seller”, and together with Seller Parent, the “Seller P

Strategic Services Agreement, dated December 1, 2020, by and between Zovio Inc and University of Arizona Global Campus

Exhibit 10.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. STRATEGIC SERVICES AGREEMENT This Strategic Services Agreement (together with the exhibits and any future amendments hereto, this “Agreement”) is entered into

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K

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): December 1, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Other Events - 8-K

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 16, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO

Zovio Inc Reports Third Quarter 2020 Results

For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports Third Quarter 2020 Results CHANDLER, AZ (October 28, 2020) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three and nine months ended September 30, 2020. “We delivered a strong third quarter of 2020 with a return to low-single digit

Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): October 28, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Financial Statements and Exhibits - 8-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 1, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Asset Purchase and Sale Agreement, dated December 1, 2020, by and among Zovio Inc, Ashford University, LLC, The University of Arizona and The University of Arizona Global Campus

EX-2.1 2 ex21-assetpurchaseands.htm EX-2.1 Exhibit 2.1 [***] Certain information in this document has been excluded pursuant to Regulation S-K, Item 601(b)(2). Such excluded information is not material and would likely cause competitive harm to the registrant if publicly disclosed. ASSET PURCHASE AND SALE AGREEMENT THIS ASSET PURCHASE AND SALE AGREEMENT (together with the Exhibits and Schedules he

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 3, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

First Amendment to Employment Agreement for Mr. Spohn, dated May 2020

Exhibit 10.1 VIA E-MAIL AND U.S. MAIL Christopher Spohn Chris: As you are aware, you and Zovio Inc., a Delaware corporation (the “Company” or “we”), are parties to an Employment Agreement, dated April 30, 2020 (“Employment Agreement”). The intent of this Letter (the “First Amendment”) is to memorialize our recent discussions with respect to certain terms of your employment and to modify the provis

Zovio Inc Reports Second Quarter 2020 Results

For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports Second Quarter 2020 Results CHANDLER, AZ (August 3, 2020) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three and six months ended June 30, 2020. “Our team executed exceptionally well in the second quarter of 2020, driving new enrol

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): August 1, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (

Zovio and University of Arizona Announce Transformational Higher Ed Agreement Zovio will continue to provide education technology services that increase access to higher education for underrepresented and nontraditional students as part of Ashford Un

Exhibit 99.1 Press Release For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio and University of Arizona Announce Transformational Higher Ed Agreement Zovio will continue to provide education technology services that increase access to higher education for underrepresented and nontraditional students as part of Ashford University acquisition by The Univ

Other Events

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): July 7, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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): May 12, 2020 ZOVIO INC (Exact Name of Registrant as Specified in its Charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

ZOVIO INC Corrected Reconciliation of GAAP to Non-GAAP Financial Measures (In thousands) Quarterly Period Ended Dec 31, 2017 Mar 31, 2018 Jun 30, 2018 Sept 30, 2018 Dec 31, 2018 EBITDA and Adjusted EBITDA Reconciliation: GAAP net income (loss) $ (5,1

Exhibit 99.1 ZOVIO INC Corrected Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited) (In thousands) Quarterly Period Ended Dec 31, 2017 Mar 31, 2018 Jun 30, 2018 Sept 30, 2018 Dec 31, 2018 EBITDA and Adjusted EBITDA Reconciliation: GAAP net income (loss) $ (5,145) $ 1,310 $ 15,080 $ 1,661 $ (13,415) Interest expense (income), net (251) (235) (272) (312) (457) Income tax expense (bene

Employment Agreement for Mr. Spohn dated April 2020

Exhibit 10.1 EMPLOYMENT AGREEMENT This employment agreement (the "Agreement") is entered into by and between Christopher L. Spohn ("you" or "your") and Zovio Inc., a Delaware corporation, (the "Company"). This Agreement has an effective date of April 30th, 2020 (the "Effective Date"). In consideration of the mutual covenants and promises made in this Agreement, you and the Company agree as follows

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 29, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC

Zovio Inc Reports First Quarter 2020 Results

EX-99.1 2 ex-9912020q1earningsre.htm EX-99.1 For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports First Quarter 2020 Results CHANDLER, AZ (April 29, 2020) - Zovio Inc (NASDAQ: ZVO), an education technology services company, today announced its results for the three months ended March 31, 2020. “As we continued to advance our transition to an

ZVO / Zovio Inc. DEF 14A - - DEF 14A

DEF 14A 1 a2020proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): April 1, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Zovio Announces Chris Spohn Executive Vice President of Operations

Exhibit 99.1 Press Release For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Announces Chris Spohn Executive Vice President of Operations CHANDLER, Ariz. (April 2, 2020) - Zovio (Nasdaq: ZVO), an education technology services company, has announced that Chris Spohn will join the company in the newly created position of Executive Vice President of Oper

ZVO / Zovio Inc. DEFA14A - - DEFA14A

DEFA14A 1 a2020defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as perm

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): March 12, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

As Filed with the Securities and Exchange Commission on February 28, 2020

As Filed with the Securities and Exchange Commission on February 28, 2020 Registration No.

Zovio Inc 2009 Stock Incentive Plan (as amended and restated May 30, 2019).

Exhibit 99.1 ZOVIO INC 2009 STOCK INCENTIVE PLAN (as amended and restated May 30, 2019) SECTION 1. INTRODUCTION. The Company's Board of Directors originally adopted the Bridgepoint Education, Inc. 2009 Stock Incentive Plan effective upon approval by the Company?s stockholders, which was obtained on March 16, 2009. The Plan was first amended and restated in its entirety effective March 31, 2009. Th

Power of Attorney - Zovio Inc Directors.

EXHIBIT 24.1 POWER OF ATTORNEY - ZOVIO INC DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of ZOVIO INC, a Delaware corporation (the ?Company?), hereby nominates and appoints ANDREW S. CLARK and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's respective name and in the capacity or ca

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 20, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-34272 ZOVIO INC (Exa

List of subsidiaries of the registrant.

Exhibit 21.1 SUBSIDIARIES OF ZOVIO INC AS OF DECEMBER 31, 2019 JURISDICTION OF INCORPORATION OR ORGANIZATION SUBSIDIARIES OF ZOVIO INC: Ashford University, LLC California Bridgepoint Education Real Estate Holdings, LLC Iowa Insource Shared Services, LLC Delaware Ed Tech Platform, LLC Delaware Fullstack Academy, LLC Delaware TutorMe, LLC California SUBSIDIARIES OF ASHFORD UNIVERSITY, LLC: Center Le

Description of the registrants securities

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of February 20, 2020, Zovio Inc has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), our Common Stock. Description of Common Stock The following description of our Common Stock is a summary and

Zovio Inc Reports Fourth Quarter and Full Year 2019 Results

For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Inc Reports Fourth Quarter and Full Year 2019 Results CHANDLER, Ariz. (February 20, 2020) - Zovio Inc (NASDAQ:ZVO), an education technology services company, today announced the results for its fourth quarter and full year ended December 31, 2019. “During 2019, we made substantial progress as we transi

Financial Statements and Exhibits, Other Events

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): February 14, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number

Zovio Announces Ashford University Has Received Approval from California State Approving Agency for Veterans Education

Ex 99.1 Press Release For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Announces Ashford University Has Received Approval from California State Approving Agency for Veterans Education CHANDLER, Ariz. (February 18, 2020) - Zovio (Nasdaq: ZVO), an education technology services company, announced today Ashford University received approval from the Depar

ZVO / Zovio Inc. / Nantahala Capital Management, LLC - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ZOVIO INC (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

ZVO / Zovio Inc. / SCHRODER INVESTMENT MANAGEMENT NORTH AMERICA INC/ DE - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Zovio Inc (Name of Issuer) COM (Title of Class of Securities) 98979V102 (CUSIP Number) 12/31/2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☑ Rule 13d-1(b) ☐ Rule 13d-1(

ZVO / Zovio Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* ZOVIO INC (Name of Issuer) Common Stock (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f

Zovio Inc 1811 East Northrop Boulevard Chandler, Arizona 85286

Exhibit 99.1 EXECUTION VERSION Zovio Inc 1811 East Northrop Boulevard Chandler, Arizona 85286 February 4, 2020 SevenSaoi Capital, LLC 1165 North Clark Street, 4th Floor Chicago, IL 60610 Attn: Michael P. Cole Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between (a) Zovio Inc (“Company”) and (b) SevenSaoi Capital, LLC (“SevenSaoi”) and each of the other related Per

ZVO / Zovio Inc. / Sevensaoi Capital, Llc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Zovio Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) Michael P. Cole SevenSaoi C

Zovio Announces Agreement with SevenSaoi Capital SevenSaoi Managing Member Michael Cole to Join Zovio’s Board of Directors SevenSaoi Agrees to Support All Zovio Nominees at 2020 Annual Meeting

Ex 99.1 For Immediate Release Contact: Alanna Vitucci [email protected] 858 668 2586 x11636 Zovio Announces Agreement with SevenSaoi Capital SevenSaoi Managing Member Michael Cole to Join Zovio’s Board of Directors SevenSaoi Agrees to Support All Zovio Nominees at 2020 Annual Meeting CHANDLER, Ariz. (February 5, 2020) - Zovio (Nasdaq: ZVO), an education technology services company that part

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): February 4, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Letter Agreement, dated as of February 4, 2020, among Zovio Inc, SevenSaoi Capital, LLC, SevenSaoi Capital Partners II, LLC, SevenSaoi Capital Partners IIA, LLC and Michael P. Cole.

EX-10.1 2 ex101-sevensaoiagreeme.htm EX-10.1 Exhibit 10.1 Zovio Inc 1811 East Northrop Boulevard Chandler, Arizona 85286 February 4, 2020 SevenSaoi Capital, LLC 1165 North Clark Street, 4th Floor Chicago, IL 60610 Attn: Michael P. Cole Ladies and Gentlemen: This letter (this “Agreement”) constitutes the agreement between (a) Zovio Inc (“Company”) and (b) SevenSaoi Capital, LLC (“SevenSaoi”) and ea

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): January 29, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

ZVO / Zovio Inc. / HEARTLAND ADVISORS INC - SCHEDULE 13G Passive Investment

SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ZOVIO, INC. (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 98979V102 (CUSIP Number) December 31, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which t

ZVO / Zovio Inc. / PRESCOTT GROUP CAPITAL MANAGEMENT, L.L.C. Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (Amendment No. ) (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Zovio Inc (Name of Issuer) Common Stock, par value $.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) October 25, 2019 (D

Financial Statements and Exhibits, Other Events

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): January 6, 2020 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Zovio Announces Letter of Intent with Ashford University Nonprofit Entity to Convert and Separate Ashford from Zovio Zovio to host conference call to discuss the conversion and updated 2020 guidance on January 7, 2020 at 8:30 AM ET

Ex 99.1 News Release Contact: Christina Hastings [email protected] 866.475.0317 x11827 Zovio Announces Letter of Intent with Ashford University Nonprofit Entity to Convert and Separate Ashford from Zovio Zovio to host conference call to discuss the conversion and updated 2020 guidance on January 7, 2020 at 8:30 AM ET CHANDLER, AZ (January 6, 2020) - Zovio (Nasdaq: ZVO), an education tec

ZVO / Zovio Inc. / Sevensaoi Capital, Llc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Zovio Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) Michael P. Cole SevenSaoi C

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 30, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Zovio Inc Reports Third Quarter 2019 Results

News Release Contact: Alanna Vitucci, VP of Corporate Communications 866.475.0317 x11636 [email protected] Zovio Inc Reports Third Quarter 2019 Results CHANDLER, AZ (October 30, 2019) - Zovio Inc (Nasdaq: ZVO), an education technology services company, today announced its results for the three and nine months ended September 30, 2019. “This year has been a transitional year for Zovio, as we

Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO

JOINT FILING AGREEMENT

Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of the Schedule 13D (including any amendments thereto) with respect to the shares of Common Stock, par value $0.01 per share, of Zovio Inc. This Joint Filing Agreement shall be filed as an Exh

ZVO / Zovio Inc. / Sevensaoi Capital, Llc Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Zovio Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) Michael P. Cole SevenSaoi Ca

Zovio Outlines Response from the U.S. Department of Education Regarding Proposed Change in Ownership of Ashford University

News Release Contact: Nolan Sundrud [email protected] 866.475.0317 x11636 Zovio Outlines Response from the U.S. Department of Education Regarding Proposed Change in Ownership of Ashford University CHANDLER, Ariz. (October 7, 2019) - Zovio (Nasdaq: ZVO), an education technology services company, announced that, the U.S. Department of Education (“The Department”) has responded to Zovio’s r

Financial Statements and Exhibits, Other Events

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): October 7, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): August 19, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number)

ZVO / Zovio Inc. / Zovio Inc - SC 13D Activist Investment

SC 13D 1 sch13d-aclarkxaugust2019.htm SC 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Zovio Inc (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 98979V102 (CUSIP Number) Andrew S. Clark c/o Zovio Inc 1811 E Northrop Blvd. Chandler, Arizona 85286 (858) 668-2

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): August 7, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (

Zovio Inc Reports Second Quarter 2019 Results

News Release Contact: Nolan Sundrud, Director of Corporate Communications 866.475.0317 x11636 [email protected] Zovio Inc Reports Second Quarter 2019 Results CHANDLER, AZ (August 7, 2019) - Zovio Inc (Nasdaq: ZVO), an education technology services company, today announced its results for the three and six months ended June 30, 2019. “During the second quarter, we further executed on our stra

ZVO / Zovio Inc. 10-Q - Quarterly Report - FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC (

Zovio Inc Executive Relocation Policy

Exhibit 10.1 ZOVIO INC EXECUTIVE RELOCATION POLICY (Adopted July 16 2019)i The Compensation Committee (the “Committee”) of the Board of Directors of Zovio Inc (the “Company”) desires to establish this Executive Relocation Policy (the “Policy”). This Policy is applicable to the following Executives of the Company and any other employee who is designated as an “ Executive” by the Committee: Chief Ex

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 16, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Zovio Announces Approval by WSCUC for Ashford University to Become an Independent, Nonprofit Institution Approval is a key step supporting the business transformation of Zovio

Exhibit 99.1 News Release Contact: Dori Abel 858.513.9240 x11636 [email protected] Zovio Announces Approval by WSCUC for Ashford University to Become an Independent, Nonprofit Institution Approval is a key step supporting the business transformation of Zovio CHANDLER, AZ (July 15, 2019) - Zovio (Nasdaq: ZVO) announced today that WASC Senior College and University Commission (WSCUC) approved Ashf

Financial Statements and Exhibits, Other Events

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): July 12, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 1, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Submission of Matters to a Vote of Security Holders

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): May 29, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IR

Zovio Inc Reports First Quarter 2019 Results

News Release Contact: Dori Abel, VP of Corporate Communications 866.475.0317 x11636 [email protected] Zovio Inc Reports First Quarter 2019 Results SAN DIEGO (May 9, 2019) - Zovio Inc (NASDAQ:ZVO), an education technology services company, today announced its results for the three months ended March 31, 2019. “We announced Zovio in April to reflect our new vision as a leading education technology

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 9, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

Zovio Inc Amended and Restated Certificate of Incorporation, as amended (incorporated by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 filed with the SEC on May 9, 2019).

Exhibit 3.1 BRIDGEPOINT EDUCATION, INC. CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Bridgepoint Education, Inc., (the “Company”) a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1. The name of the corporation is Bridgepoint Education, Inc. The original Certificat

Agreement and Plan of Reorganization by and among Bridgepoint Education, Inc., FS Merger Sub, Inc., FS Merger Sub, LLC, Fullstack Academy, Inc., and Fortis Advisors, LLC, as Representative.

Exhibit 10.1 CERTAIN CONFIDENTIAL PORTIONS OF THIS DOCUMENT HAVE BEEN REDACTED BECAUSE THEY ARE BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. INFORMATION THAT WAS OMITTED HAS BEEN NOTED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY "[***]" AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG BRIDGEPOINT EDUCATION, INC. FS MERGER SUB, INC. FS MERGER SUB, LLC

ZVO / Zovio Inc. 10-Q Quarterly Report FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 ZOVIO INC

Agreement and Plan of Reorganization, dated April 3, 2019, by and among Zovio Inc, Toucan Merger Sub, Inc., TM Merger Sub, LLC, TutorMe.com, Inc., and Jonathan Sciama, as the Shareholder Representative.

Exhibit 10.2 AGREEMENT AND PLAN OF REORGANIZATION BY AND AMONG ZOVIO INC (FORMELY KNOWN AS BRIDGEPOINT EDUCATION, INC.) Toucan Merger Sub, Inc. TM MERGER SUB, LLC TutorMe.com, Inc. AND Jonathan Sciama AS THE SHAREHOLDER REPRESENTATIVE April 3, 2019 Exhibit 10.2 TABLE OF CONTENTS Page Article I THE MERGERS 2 1.1 The Mergers 2 1.2 Closing and Effective Times 2 1.3 Effect of the Mergers 3 1.4 Organiz

Power of Attorney - Zovio Inc Directors.

EXHIBIT 24.1 POWER OF ATTORNEY - BRIDGEPOINT EDUCATION, INC. DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of BRIDGEPOINT EDUCATION, INC., a Delaware corporation (the “Company”), hereby nominates and appoints ANDREW S. CLARK and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's respe

BPI / BridgePoint Education, Inc. S-8 FORM S-8

As Filed with the Securities and Exchange Commission on May 1, 2019 Registration No.

Tutorme.com, Inc. Equity Incentive Plan, as amended.

EX-99.1 5 ex-991tutorme2015equityplan.htm EXHIBIT 99.1 Exhibit 99.1 Tutorme.com, Inc. 2015 Equity Incentive Plan Adopted by the Board of Directors: September 4, 2015 Approved by the Stockholders: September 4, 2015 Termination Date: September 3, 2025 1. General. (a) Eligible Stock Award Recipients. Employees, Directors and Consultants are eligible to receive Stock Awards. (b) Available Stock Awards

BPI / BridgePoint Education, Inc. DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defini

BPI / BridgePoint Education, Inc. DEF 14A

DEF 14A 1 a2019proxystatement.htm DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 form8-kxitem502directorres.htm FORM 8-K 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): April 17, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdictio

BPI / BridgePoint Education, Inc. 8-A12B

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 59-3551629 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 8620 Spe

BPI / BridgePoint Education, Inc. FORM 25

FORM 25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 25 NOTIFICATION OF REMOVAL FROM LISTING AND/OR REGISTRATION UNDER SECTION 12(b) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-34272 ZOVIO INC New York Stock Exchange (Exact name of Issuer as specified in its charter, and name of Exchange where security is listed and/or registered) 8620 Spectru

Zovio Announces it has Acquired TutorMe, a Leading Online Tutoring Solution Strategic acquisition will expand Zovio’s suite of offerings to higher education partners

News Release Contact: Dori Abel [email protected] 858 668 2586 x11636 Zovio Announces it has Acquired TutorMe, a Leading Online Tutoring Solution Strategic acquisition will expand Zovio’s suite of offerings to higher education partners SAN DIEGO (April 4, 2019) Zovio (NYSE: BPI) today announced it is expanding the scope of services it offers through its acquisition of TutorMe, a leading provider

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

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): April 3, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Third Amended and Restated Bylaws of Zovio Inc.

Exhibit 3.2 THIRD AMENDED AND RESTATED BYLAWS OF ZOVIO INC a Delaware corporation ARTICLE I OFFICES The registered office of Zovio Inc (the "Corporation") in the State of Delaware will be as provided for in the Certificate of Incorporation of the Corporation (the "Certificate of Incorporation"). The Corporation will have offices at such other places as the Board of Directors may from time to time

Zovio to Redefine the Future of Education Technology Zovio to be headquartered in Chandler, AZ

News Release Contact: Dori Abel 858.513.9240 x11636 [email protected] Zovio to Redefine the Future of Education Technology Zovio to be headquartered in Chandler, AZ SAN DIEGO (April 2, 2019) - Today, Bridgepoint Education, Inc.’s CEO, Andrew Clark, announced the company is changing its name to Zovio Inc, further advancing the company’s strategy and transformation to an education technology services

Certificate of Amendment of Amended and Restated Certificate of Incorporation

Exhibit 3.1 BRIDGEPOINT EDUCATION, INC. CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Bridgepoint Education, Inc., (the “Company”) a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify: 1.The name of the corporation is Bridgepoint Education, Inc. The original Certificate

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits

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): April 2, 2019 ZOVIO INC (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission File Number) (I

Unregistered Sales of Equity Securities, Completion of Acquisition or Disposition of Assets

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): April 1, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): March 29, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commiss

Power of Attorney - Bridgepoint Education, Inc. Directors.

EXHIBIT 24.1 POWER OF ATTORNEY - BRIDGEPOINT EDUCATION, INC. DIRECTORS KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors of BRIDGEPOINT EDUCATION, INC., a Delaware corporation (the “Company”), hereby nominates and appoints ANDREW S. CLARK and KEVIN S. ROYAL, and each of them acting or signing singly, as such director's agents and attorneys-in-fact, in such director's respe

BPI / BridgePoint Education, Inc. FORM S-8

As Filed with the Securities and Exchange Commission on March 26, 2019 Registration No.

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

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): March 12, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commiss

Bridgepoint Education Announces it has Acquired Fullstack Academy, a Premier, Innovative Web Development School Strategic acquisition supports the Company’s ability to catalyze its entry into higher education services, as well as expand its skills to

News Release Contact: Dori Abel [email protected] 858 668 2586 x11611 Bridgepoint Education Announces it has Acquired Fullstack Academy, a Premier, Innovative Web Development School Strategic acquisition supports the Company’s ability to catalyze its entry into higher education services, as well as expand its skills to employment offering SAN DIEGO (March 12, 2019) Bridgepoint Education, Inc. (

Bridgepoint Education Reports Fourth Quarter and Full Year 2018 Results

News Release Contact: Dori Abel, Investor Relations 866.475.0317 x11611 [email protected] Bridgepoint Education Reports Fourth Quarter and Full Year 2018 Results SAN DIEGO (March 12, 2019) - Bridgepoint Education, Inc. (NYSE:BPI), a provider of postsecondary education services, today announced the results for its fourth quarter and full year ended December 31, 2018 (which

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): March 12, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commiss

Amended and Restated 2009 Stock Incentive Plan, dated May 10, 2017.

Exhibit 10.1 BRIDGEPOINT EDUCATION, INC. 2009 STOCK INCENTIVE PLAN (as amended and restated May 10, 2017) SECTION 1. INTRODUCTION. The Company's Board of Directors originally adopted the Bridgepoint Education, Inc. 2009 Stock Incentive Plan effective upon approval by the Company’s stockholders, which was obtained on March 16, 2009. The Plan was first amended and restated in its entirety effective

Offer Letter to John Semel, dated January 25, 2019

Exhibit 10.28 January 25, 2019 John Semel Re: Offer of Employment Dear John: Bridgepoint Education is pleased to offer you the position of Chief Strategy Officer. The pertinent details are set forth below; additionally, be sure to review the information contained in the Addendum of this Offer Letter. Start Date: Office Location: Remote Company address: 8620 Spectrum Center Blvd., San Diego, CA 921

Employment Agreement between Gregory Finkelstein and the registrant

Exhibit 10.27 EMPLOYMENT AGREEMENT This employment agreement (the “Agreement”) is entered into by and between Greg Finkelstein (“you” or “your”) and Bridgepoint Education, Inc., a Delaware corporation, (the “Company”). This Agreement has an effective date of December 31, 2018 (the “Effective Date”). In consideration of the mutual covenants and promises made in this Agreement, you and the Company a

BPI / BridgePoint Education, Inc. FORM 10-Q/A (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Numb

List of subsidiaries of the registrant.

Exhibit 21.1 SUBSIDIARIES OF BRIDGEPOINT EDUCATION, INC. AS OF DECEMBER 31, 2018 JURISDICTION OF INCORPORATION OR ORGANIZATION SUBSIDIARIES OF BRIDGEPOINT EDUCATION, INC.: Ashford University, LLC California Bridgepoint Education Real Estate Holdings, LLC Iowa Insource Shared Services, LLC Delaware Ed Tech Platform, LLC Delaware SUBSIDIARIES OF ASHFORD UNIVERSITY, LLC: Center Leaf Partners, LLC Iow

2009 Stock Incentive Plan - Form of 2018 MSU Agreement.

Exhibit 10.16 BRIDGEPOINT EDUCATION, INC. 2009 STOCK INCENTIVE PLAN (AS AMENDED AND RESTATED EFFECTIVE MAY 10, 2017) MARKET STOCK UNIT AWARD AGREEMENT Unless otherwise defined herein, the terms defined in the Bridgepoint Education, Inc. 2009 Stock Incentive Plan (as amended and restated effective May 10, 2017) (the “Plan”) will have the same defined meanings in this Market Stock Unit Award Agreeme

BPI / BridgePoint Education, Inc. FORM 10-K (Annual Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-34272 BRIDGEPOINT EDUCATION, INC. (Exact name of regis

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): March 6, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

Other Events

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): March 7, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

Bridgepoint Education Schedules Fourth Quarter 2018 Earnings Conference Call Bridgepoint Education Announces Decision to Restate Prior Period Financial Statements for Third Quarter 2018 and Provides Fourth Quarter and Full Year 2018 Preliminary Finan

EX-99.1 2 ex991-pressreleasedated3619.htm EXHIBIT 99.1 News Release Contact: Dori Abel, Investor Relations 866.475.0317 x11611 [email protected] Bridgepoint Education Schedules Fourth Quarter 2018 Earnings Conference Call Bridgepoint Education Announces Decision to Restate Prior Period Financial Statements for Third Quarter 2018 and Provides Fourth Quarter and Full Year 20

Financial Statements and Exhibits, Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Results of Operations and Financial Condition

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): March 6, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

Financial Statements and Exhibits, Other Events

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): February 14, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Comm

Bridgepoint Education Announces Receipt by AU NFP of IRS Determination of Nonprofit Status Approval supports the business transformation

Exhibit 99.1 News Release Contact: Lauren Coartney 858.513.9240 x11636 [email protected] Bridgepoint Education Announces Receipt by AU NFP of IRS Determination of Nonprofit Status Approval supports the business transformation SAN DIEGO (February 15, 2019) - Bridgepoint Education announced today that AU NFP received determination from the Internal Revenue Service that it is exempt from fed

BPI / BridgePoint Education, Inc. / Nantahala Capital Management, LLC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* BRIDGEPOINT EDUCATION, INC. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 10807M105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate t

John Semel Joins Bridgepoint Education as EVP, Chief Strategy Officer

EX-99.1 2 ex991-pressreleasedatedfeb.htm EXHIBIT 99.1 Exhibit 99.1 News Release Contact: Lauren Coartney [email protected] 858.513.9240 x11636 John Semel Joins Bridgepoint Education as EVP, Chief Strategy Officer SAN DIEGO (February 11, 2019) Bridgepoint Education, Inc. (NYSE: BPI) today announced the appointment of John Semel to the position of EVP, Chief Strategy Officer, reporting to C

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): February 11, 2019 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Comm

BPI / BridgePoint Education, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* BRIDGEPOINT EDUCATION INC (Name of Issuer) Common Stock (Title of Class of Securities) 10807M105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th

BPI / BridgePoint Education, Inc. / SCHRODER INVESTMENT MANAGEMENT NORTH AMERICA INC/ DE - SC 13GA Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2) Bridgepoint Education Incorporated (Name of Issuer) COM (Title of Class of Securities) 10807M105 (CUSIP Number) 12/31/2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

BPI / BridgePoint Education, Inc. / CALM WATERS PARTNERSHIP - AMENDMENT NO. 1 TO SCHEDULE 13G Passive Investment

SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* BRIDGEPOINT EDUCATION, INC. (Name of Issuer) Common Stock Par Value $0.01 (Title of Class of Securities) 10807M105 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): December 31, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Comm

Bridgepoint Education Announces Greg Finkelstein as Chief Operating Officer

EX-99.1 2 ex991-pressreleasedateddec.htm EXHIBIT 99.1 Exhibit 99.1 News Release Contact: Dori Abel [email protected] 858.513.9240 x11636 Bridgepoint Education Announces Greg Finkelstein as Chief Operating Officer SAN DIEGO (December 31, 2018) Bridgepoint Education, Inc. (NYSE: BPI) today announced the appointment of Greg Finkelstein to the position of Chief Operating Officer effective December 31,

Other Events

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 19, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Comm

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 8, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commi

Bridgepoint Education Reports Third Quarter 2018 Results

EX-99.1 2 ex-991q32018earningsreleas.htm EXHIBIT 99.1 News Release Contact: Dori Abel, VP of Investor Relations 866.475.0317 x11619 [email protected] Bridgepoint Education Reports Third Quarter 2018 Results SAN DIEGO (November 8, 2018) - Bridgepoint Education (NYSE:BPI), a provider of postsecondary education services, today announced its results for the three and nine mont

Office Lease dated August 15, 2018 with Ascend Northrup, LLC, related to the premises at 1811 E. Northrup Boulevard, Chandler, Arizona

SINGLE TENANT OFFICE LEASE This Lease, dated for reference purposes as of August 15, 2018, is entered into by and between Ascend Northrop, LLC, an Arizona limited liability company (“Landlord”) and Bridgepoint Education, Inc.

BPI / BridgePoint Education, Inc. 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 BRIDGE

Merger of University of the Rockies into Ashford University Finalized U.S. Department of Education approves addition of University of the Rockies degrees to Ashford University’s program offerings and the closing of University of the Rockies

Exhibit 99.1 News Release Contact: Lauren Coartney 858.513.9240 x11636 [email protected] Merger of University of the Rockies into Ashford University Finalized U.S. Department of Education approves addition of University of the Rockies degrees to Ashford University’s program offerings and the closing of University of the Rockies SAN DIEGO (November 1, 2018) - Bridgepoint Education announce

Financial Statements and Exhibits, Other Events

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): October 31, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): October 11, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commi

Entry into a Material Definitive Agreement

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): August 15, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commis

Bridgepoint Education Reports Second Quarter 2018 Results

News Release Contact: Nolan Sundrud, Investor Relations 866.475.0317 x11619 [email protected] Bridgepoint Education Reports Second Quarter 2018 Results SAN DIEGO (July 25, 2018) - Bridgepoint Education (NYSE:BPI), a provider of postsecondary education services, today announced its results for the three and six months ended June 30, 2018. Financial Results for the Three Mon

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 25, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

BPI / BridgePoint Education, Inc. FORM 10-Q (Quarterly Report)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-34272 BRIDGEPOINT

Financial Statements and Exhibits, Other Events

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): July 16, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commissi

WSCUC APPROVES MERGER OF ASHFORD UNIVERSITY AND UNIVERSITY OF THE ROCKIES Approval is first of several steps in the merger process

Exhibit 99.1 News Release Contact: Lauren Coartney 858.513.9240 x11636 [email protected] WSCUC APPROVES MERGER OF ASHFORD UNIVERSITY AND UNIVERSITY OF THE ROCKIES Approval is first of several steps in the merger process SAN DIEGO (July 17, 2018) - Bridgepoint Education announced today that it received official notification of approval for the merger of its subsidiary institutions, Ashford

Submission of Matters to a Vote of Security Holders

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): May 8, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission

Bridgepoint Education Reports First Quarter 2018 Results

News Release Contact: Anna Davison, Investor Relations 866.475.0317 x11620 [email protected] Bridgepoint Education Reports First Quarter 2018 Results SAN DIEGO (May 1, 2018) - Bridgepoint Education (NYSE:BPI), a provider of postsecondary education services, today announced its results for the three months ended March 31, 2018. Financial Results for the Three Months Ended M

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): May 1, 2018 BRIDGEPOINT EDUCATION, INC. (Exact name of registrant as specified in its charter) Delaware 001-34272 59-3551629 (State or other jurisdiction of incorporation) (Commission

Offer Letter to Kevin Royal, dated April 13, 2018

Exhibit 10.1 Form of Offer Letter to Kevin Royal Dear Kevin: Congratulations. On behalf of Bridgepoint Education, Inc., (the “Company”), I am pleased to re-hire you as Chief Financial Officer of the Company, effective Monday April 16th, 2018, located in San Diego, California, reporting directly to me. We look forward to you rejoining the Company. The purpose of this Offer Letter is to memorialize

BPI / BridgePoint Education, Inc. FORM 10-Q (Quarterly Report)

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