|• FORM 10-Q/A • EXHIBIT 31.1 • EXHIBIT 31.2|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
For the quarterly period ended June 30, 2012
For the transition period from to
Commission File Number: 001-33140
CAPELLA EDUCATION COMPANY
(Exact name of registrant as specified in its charter)
(Registrant’s telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
The total number of shares of common stock outstanding as of July 19, 2012 was 13,106,717.
This Amendment No. 1 to the Quarterly Report on Form 10-Q/A (the Amendment) amends the Quarterly Report on Form 10-Q of Capella Education Company (the Company) for the quarter ended June 30, 2012 (the Original Filing), that was originally filed with the U.S. Securities and Exchange Commission on July 24, 2012. The Amendment is being filed to submit Exhibits 31.1 and 31.2. Due to a coding error in the Original Filing, the conformed signatures in the electronically filed copy of Exhibit 31.1 and 31.2 were not visible. Exhibits 31.1 and 31.2 are included as exhibits to the Amendment.
The Amendment also revises the exhibit index included in Part II, Item 6 of the Original Filing to include EX-101.DEF XBRL Taxonomy Extension Definition Linkbase Document, which was filed as an exhibit to the Original Filing.
Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company’s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.
PART II - OTHER INFORMATION
Item 6. Exhibits
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.