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SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 FORM 10-Q
 Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
 For the quarterly period ended June 30, 2009
 Commission File No. 0-21039
 Strayer Education, Inc.
 (Exact name of registrant as specified in this charter)
 Maryland
(State or other jurisdiction of incorporation 
or organization)
    
    52-1975978
(I.R.S. Employer
Identification No.)1100 Wilson Blvd., Suite 2500
Arlington, VA
(Address of principal executive offices)
    
    22209
(Zip 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, and
(2) has been subject to such filing requirements for the past 90 days. Yes þ 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 o 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 the definitions of large
accelerated filer, accelerated filer, and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):
 Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer   o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of
the Exchange Act). Yes o No þ
 As of July 15, 2009, there were outstanding 13,992,907 shares of Common Stock, par value $0.01
per share, of the Registrant.




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##### 



STRAYER EDUCATION, INC.
INDEX
FORM 10-Q
 PART I  FINANCIAL INFORMATIONItem 1. Financial StatementsUnaudited Condensed Consolidated Balance Sheets at
December 31, 2008 and June 30, 2009
    
    
    3Unaudited Condensed Consolidated Statements of Income
for the three and six months ended June 30, 2008 and 2009
    
    
    4Unaudited Condensed Consolidated Statements of Comprehensive Income
for the three and six months ended June 30, 2008 and 2009
    
    
    5Unaudited Condensed Consolidated Statements of Stockholders Equity
for the six months ended June 30, 2008 and 2009
    
    
    6Unaudited Condensed Consolidated Statements of Cash Flows
for the six months ended June 30, 2008 and 2009
    
    
    7Notes to Unaudited Condensed Consolidated Financial Statements
    
    
    8Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
    
    
    15Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    20Item 4. Controls and Procedures
    
    
    20PART II  OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    21Item 1A. Risk Factors
    
    
    21Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    21Item 4. Submission of Matters to a Vote of Security Holders
    
    
    22Item 6. Exhibits
    
    
    22SIGNATURES
    
    
    23CERTIFICATIONSEX-31.1EX-31.2EX-32.1EX-32.2
  2




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STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
 (in thousands, except share and per share data)
 December 31,
    
    
    June 30,2008
    
    
    2009ASSETSCurrent assets:Cash and cash equivalents
    
    $
    56,379
    
    
    $
    38,598Marketable securities available for sale, at fair value
    
    
    50,952
    
    
    
    51,842Tuition receivable, net of allowances for doubtful accounts
of $4,776 and $5,400
at December 31, 2008 and June 30, 2009, respectively
    
    
    131,458
    
    
    
    130,912Income taxes receivable
    
    
    3,534
    
    
    
    Other current assets
    
    
    7,175
    
    
    
    6,540Total current assets
    
    
    249,498
    
    
    
    227,892Property and equipment, net
    
    
    66,304
    
    
    
    75,051Deferred income taxes
    
    
    7,799
    
    
    
    9,508Restricted cash
    
    
    500
    
    
    
    500Other assets
    
    
    462
    
    
    
    462Total assets
    
    $
    324,563
    
    
    $
    313,413LIABILITIES & STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    17,099
    
    
    $
    18,989Accrued expenses
    
    
    4,567
    
    
    
    5,123Income taxes payable
    
    
    
    
    
    
    1,796Unearned tuition
    
    
    114,872
    
    
    
    113,574Other current liabilities
    
    
    281
    
    
    
    281Total current liabilities
    
    
    136,819
    
    
    
    139,763Long-term liabilities
    
    
    11,663
    
    
    
    11,584Total liabilities
    
    
    148,482
    
    
    
    151,347Commitments and contingenciesStockholders equity:Common stock, par value $0.01; 20,000,000 shares authorized;
14,089,189 and 13,992,907 shares issued and outstanding
at December 31, 2008 and June 30, 2009, respectively
    
    
    141
    
    
    
    140Additional paid-in capital
    
    
    17,185
    
    
    
    877Retained earnings
    
    
    158,834
    
    
    
    160,903Accumulated other comprehensive (loss) income
    
    
    (79
    )
    
    
    146Total stockholders equity
    
    
    176,081
    
    
    
    162,066Total liabilities and stockholders equity
    
    $
    324,563
    
    
    $
    313,413
  3




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STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 (in thousands, except per share data)
 For the three months
    
    
    For the six monthsended June 30,
    
    
    ended June 30,2008
    
    
    2009
    
    
    2008
    
    
    2009Revenues
    
    $
    97,928
    
    
    $
    125,931
    
    
    $
    195,002
    
    
    $
    250,409Costs and expenses:Instruction and educational support
    
    
    32,909
    
    
    
    40,948
    
    
    
    64,551
    
    
    
    80,017Marketing and admissions
    
    
    16,729
    
    
    
    20,029
    
    
    
    31,824
    
    
    
    39,897General and administration
    
    
    14,683
    
    
    
    19,875
    
    
    
    29,462
    
    
    
    37,805Income from operations
    
    
    33,607
    
    
    
    45,079
    
    
    
    69,165
    
    
    
    92,690Investment and other income
    
    
    785
    
    
    
    375
    
    
    
    2,821
    
    
    
    866Income before income taxes
    
    
    34,392
    
    
    
    45,454
    
    
    
    71,986
    
    
    
    93,556Provision for income taxes
    
    
    13,069
    
    
    
    17,954
    
    
    
    27,142
    
    
    
    37,003Net income
    
    $
    21,323
    
    
    $
    27,500
    
    
    $
    44,844
    
    
    $
    56,553Earnings per share:Basic
    
    $
    1.52
    
    
    $
    2.01
    
    
    $
    3.19
    
    
    $
    4.11Diluted
    
    $
    1.50
    
    
    $
    2.00
    
    
    $
    3.14
    
    
    $
    4.07Weighted average shares outstanding:Basic
    
    
    14,001
    
    
    
    13,653
    
    
    
    14,052
    
    
    
    13,764Diluted
    
    
    14,248
    
    
    
    13,771
    
    
    
    14,294
    
    
    
    13,886Common dividends per share:Regular
    
    $
    0.38
    
    
    $
    0.50
    
    
    $
    0.75
    
    
    $
    1.00Special
    
    
    
    
    
    
    
    
    
    $
    2.00
    
    
    
    
  4




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STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF 
COMPREHENSIVE INCOME
 (in thousands)
 For the three months
    
    
    For the six monthsended June 30,
    
    
    ended June 30,2008
    
    
    2009
    
    
    2008
    
    
    2009Net income
    
    $
    21,323
    
    
    $
    27,500
    
    
    $
    44,844
    
    
    $
    56,553Other comprehensive income:Unrealized (loss) gain on investment, net of
taxes
    
    
    (69
    )
    
    
    20
    
    
    
    (250
    )
    
    
    225Comprehensive income
    
    $
    21,254
    
    
    $
    27,520
    
    
    $
    44,594
    
    
    $
    56,778
  5




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STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF  STOCKHOLDERS EQUITY
 (in thousands, except share data)
 AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Retained
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    TotalBalance at December 31, 2007
    
    
    14,426,634
    
    
    $
    144
    
    
    $
    87,080
    
    
    $
    101,102
    
    
    $
    181
    
    
    $
    188,507Exercise of stock options
    
    
    223,000
    
    
    
    2
    
    
    
    10,323
    
    
    
    
    
    
    
    
    
    
    
    10,325Excess tax benefit from exercise of stock
options and vesting of restricted shares
    
    
    
    
    
    
    
    
    
    
    11,498
    
    
    
    
    
    
    
    
    
    
    
    11,498Repurchase of common stock
    
    
    (419,682
    )
    
    
    (4
    )
    
    
    (68,972
    )
    
    
    
    
    
    
    
    
    
    
    (68,976
    )Restricted stock grants, net of forfeitures
    
    
    42,937
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    5,487
    
    
    
    
    
    
    
    
    
    
    
    5,487Common stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (10,691
    )
    
    
    
    
    
    
    (10,691
    )Change in net unrealized gains (losses) on
marketable securities, net of income tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (250
    )
    
    
    (250
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    44,844
    
    
    
    
    
    
    
    44,844Balance at June 30, 2008
    
    
    14,272,889
    
    
    $
    142
    
    
    $
    45,416
    
    
    $
    135,255
    
    
    $
    (69
    )
    
    $
    180,744
 AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Retained
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    TotalBalance at December 31, 2008
    
    
    14,089,189
    
    
    $
    141
    
    
    $
    17,185
    
    
    $
    158,834
    
    
    $
    (79
    )
    
    $
    176,081Exercise of stock options
    
    
    20,000
    
    
    
    
    
    
    
    1,691
    
    
    
    
    
    
    
    
    
    
    
    1,691Excess tax benefit from exercise of stock
options and vesting of restricted shares
    
    
    
    
    
    
    
    
    
    
    1,554
    
    
    
    
    
    
    
    
    
    
    
    1,554Repurchase of common stock
    
    
    (375,885
    )
    
    
    (4
    )
    
    
    (24,768
    )
    
    
    (40,354
    )
    
    
    
    
    
    
    (65,126
    )Restricted stock grants, net of forfeitures
    
    
    259,603
    
    
    
    3
    
    
    
    (3
    )
    
    
    
    
    
    
    
    
    
    
    Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    5,218
    
    
    
    
    
    
    
    
    
    
    
    5,218Common stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,130
    )
    
    
    
    
    
    
    (14,130
    )Change in net unrealized gains (losses) on
marketable securities, net of income tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    225
    
    
    
    225Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    56,553
    
    
    
    
    
    
    
    56,553Balance at June 30, 2009
    
    
    13,992,907
    
    
    $
    140
    
    
    $
    877
    
    
    $
    160,903
    
    
    $
    146
    
    
    $
    162,066
  6




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STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 (in thousands)
 For the six months ended June 30,2008
    
    
    2009Cash flows from operating activities:Net income
    
    $
    44,844
    
    
    $
    56,553Adjustments to reconcile net income to net cash provided by
operating activities:Loss on disposal of assets
    
    
    
    
    
    
    155Amortization of gain on sale of assets
    
    
    (141
    )
    
    
    (141
    )Amortization of deferred rent
    
    
    (217
    )
    
    
    (91
    )Gain on sale of marketable securities
    
    
    (785
    )
    
    
    Depreciation and amortization
    
    
    4,991
    
    
    
    6,600Deferred income taxes
    
    
    (2,059
    )
    
    
    (2,173
    )Stock-based compensation
    
    
    5,487
    
    
    
    5,218Changes in assets and liabilities:Tuition receivable, net
    
    
    (1,755
    )
    
    
    546Other current assets
    
    
    (1,298
    )
    
    
    1,066Other assets
    
    
    (64
    )
    
    
    Accounts payable
    
    
    (1,111
    )
    
    
    (589
    )Accrued expenses
    
    
    1,155
    
    
    
    556Income taxes payable/receivable
    
    
    5,098
    
    
    
    6,884Excess tax benefits from stock-based payment arrangements
    
    
    (11,498
    )
    
    
    (1,554
    )Unearned tuition
    
    
    461
    
    
    
    (1,298
    )Deferred lease incentives
    
    
    363
    
    
    
    153Net cash provided by operating activities
    
    
    43,471
    
    
    
    71,885Cash flows from investing activities:Purchases of property and equipment
    
    
    (10,032
    )
    
    
    (13,023
    )Purchases of marketable securities
    
    
    (30,180
    )
    
    
    (632
    )Proceeds from the sale of marketable securities
    
    
    76,785
    
    
    
    Net cash provided by (used in) investing activities
    
    
    36,573
    
    
    
    (13,655
    )Cash flows from financing activities:Regular common dividends paid
    
    
    (10,691
    )
    
    
    (14,130
    )Special common dividends paid
    
    
    (28,854
    )
    
    
    Proceeds from exercise of stock options
    
    
    10,325
    
    
    
    1,691Excess tax benefits from stock-based payment arrangements
    
    
    11,498
    
    
    
    1,554Repurchase of common stock
    
    
    (68,976
    )
    
    
    (65,126
    )Net cash used in financing activities
    
    
    (86,698
    )
    
    
    (76,011
    )Net (decrease) in cash and cash equivalents
    
    
    (6,654
    )
    
    
    (17,781
    )Cash and cash equivalents  beginning of period
    
    
    95,036
    
    
    
    56,379Cash and cash equivalents  end of period
    
    $
    88,382
    
    
    $
    38,598Non-cash transactions:Purchases of property and equipment included in accounts payable
    
    $
    843
    
    
    $
    3,290
  7




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STRAYER
EDUCATION, INC.
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Information as of June 30, 2008 and 2009 is unaudited.
 1. Basis of Presentation
      2. Nature of Operations
  8




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3. Earnings Per Share
   For the three months
    
    
    For the six monthsended June 30,
    
    
    ended June 30,2008
    
    
    2009
    
    
    2008
    
    
    2009Weighted average shares outstanding
used to compute basic net income per share
    
    
    14,001
    
    
    
    13,653
    
    
    
    14,052
    
    
    
    13,764Incremental shares issuable upon the
assumed exercise of stock options
    
    
    74
    
    
    
    52
    
    
    
    66
    
    
    
    54Unvested restricted stock
    
    
    173
    
    
    
    66
    
    
    
    176
    
    
    
    68Shares used to compute diluted net income per share
    
    
    14,248
    
    
    
    13,771
    
    
    
    14,294
    
    
    
    13,886
 4. Credit Facilities
  5. Stockholders Equity
 Common stock
  9




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Stock-based compensation
 Share-based Payment,
  Stock-based compensation plans
   10




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##### Table of Contents



Weighted-Weighted-
    
    averageaverage
    
    remaining
    
    Aggregate intrinsicNumber of
    
    exercise
    
    contractual
    
    value(1)shares
    
    price
    
    life (yrs.)
    
    (in thousands)Balance, December 31, 2008
    
    
    167,084
    
    
    $
    102.98
    
    
    
    3.8
    
    
    $
    18,618Grants
    
    
    
    
    
    
    Exercises
    
    
    (20,000
    )
    
    $
    84.55Forfeitures
    
    
    
    
    
    
    Balance, June 30, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.5
    
    
    $
    16,564Vested, June 30, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.5
    
    
    $
    16,564Exercisable, June 30, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.5
    
    
    $
    16,564
 
 (1)
    
    The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value
(the difference between the Companys closing stock price on the respective trading day and
the exercise price, multiplied by the number of in-the-money options) that would have been
received by the option holders had all option holders exercised their options on the
respective trading day. The amount of aggregate intrinsic value will change based on the fair
market value of our stock. 11




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For the six months endedJune 30,2008
    
    2009Proceeds from stock options exercised
    
    $
    10,325
    
    
    $
    1,691Excess tax benefits related to stock options exercised and
vested restricted stock
    
    $
    11,498
    
    
    $
    1,554Intrinsic value of stock options exercised (1)
    
    $
    28,581
    
    
    $
    1,604
 
 (1)
    
    Intrinsic value of stock options exercised is estimated by taking the difference between the
Companys closing stock price on the date of exercise and the exercise price, multiplied by
the number of options exercised for each option holder and then aggregated.  Options Outstanding
    
    Options ExercisableWeighted-averageNumber
    
    remaining
    
    Weighted-
    
    Number
    
    Weighted-outstanding
    
    contractual life
    
    average
    
    exercisable at
    
    averageExercise prices
    
    at 6/30/09
    
    (yrs.)
    
    exercise price
    
    6/30/09
    
    exercise price$67.84
    
    
    6,667
    
    
    
    0.9
    
    
    $
    67.84
    
    
    
    6,667
    
    
    $
    67.84$107.28
    
    
    140,417
    
    
    
    2.6
    
    
    $
    107.28
    
    
    
    140,417
    
    
    $
    107.28147,084
    
    
    
    2.5
    
    
    $
    105.49
    
    
    
    147,084
    
    
    $
    105.49
  Weighted-Number
    
    average grantof shares
    
    priceBalance, December 31, 2008
    
    
    122,095
    
    
    $
    124.06Grants
    
    
    259,912
    
    
    
    216.68Vested shares
    
    
    (24,216
    )
    
    
    88.25Forfeitures
    
    
    (309
    )
    
    
    162.10Balance, June 30, 2009
    
    
    357,482
    
    
    $
    192.62
  12




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Valuation and Expense Information Under FAS 123(R)
  For the three months
    
    
    For the six monthsended June 30,
    
    
    ended June 30,2008
    
    
    2009
    
    
    2008
    
    
    2009Instruction and educational support
    
    $
    365
    
    
    $
    447
    
    
    $
    693
    
    
    $
    855Marketing and admissions
    
    
    229
    
    
    
    30
    
    
    
    437
    
    
    
    67General and administration
    
    
    2,217
    
    
    
    2,373
    
    
    
    4,909
    
    
    
    4,296Stock-based compensation expense included
in operating expense
    
    $
    2,811
    
    
    $
    2,850
    
    
    $
    6,039
    
    
    $
    5,218Tax benefit
    
    
    1,068
    
    
    
    1,126
    
    
    
    2,294
    
    
    
    2,061Stock-based compensation expense, net of tax
    
    $
    1,743
    
    
    $
    1,724
    
    
    $
    3,745
    
    
    $
    3,157
 6. Investments in Marketable Securities
 Accounting for Certain Investments in Debt and Equity Securities.
 7. Long-Term Liabilities
 Lease Incentives
  Lease Obligations
 Accounting for Operating Leases with
Schedule Rent Increases,
 13




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Deferred Gain
  8. Income Taxes
 Accounting for Uncertainty in Income Taxes (FIN 48)
 9. Recent Accounting Pronouncements
 Fair Value Measurements
 The Fair
Value Option for Financial Assets and Financial Liabilities
 Determining
Whether Instruments Granted in Share-Based Payment Transactions Are Participating Securities.
 14




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ITEM 2: MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
 Cautionary Notice Regarding Forward Looking Statements
 Certain of the statements included in this Managements Discussion and Analysis of Financial
Condition and Results of Operations as well as elsewhere in this report on
Form 10-Q are forward-looking statements made pursuant to the Private Securities Litigation Reform
Act of 1995 (Reform Act). These statements are based on the Companys current expectations and
are subject to a number of assumptions, risks and uncertainties. In accordance with the Safe
Harbor provisions of the Reform Act, the Company has identified important factors that could cause
the actual results to differ materially from those expressed in or implied by such statements. The
assumptions, uncertainties and risks include the pace of growth of student enrollment, our
continued compliance with Title IV of the Higher Education Act, and the regulations thereunder, as
well as regional accreditation standards and state regulatory requirements, competitive factors,
risks associated with the opening of new campuses, risks associated with the offering of new
educational programs and adapting to other changes, risks associated with the acquisition of
existing educational institutions, risks relating to the timing of regulatory approvals, our
ability to continue to implement our growth strategy, risks associated with the ability of our
students to finance their education in a timely manner, and general economic and market conditions.
Further information about these and other relevant risks and uncertainties may be found in the
Companys annual report on Form 10-K and its other filings with the Securities and Exchange
Commission. The Company undertakes no obligation to update or revise forward looking statements,
except as may be required by law.
 Additional Information
 We
maintain a website at http://www.strayereducation.com. The information on our website is not
incorporated by reference in this Quarterly Report on Form 10-Q, and our web address is included as
an inactive textual reference only. We make available, free of charge through our website, our
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and
amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange
Act as soon as reasonably practicable after we electronically file such material with, or furnish
it to, the SEC.
 Results of Operations
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Three Months Ended June 30, 2009 Compared to Three Months Ended June 30, 2008
 Enrollment.
 Revenues
 Instruction and educational support expenses.
 Marketing and admissions expenses.
 General and administration expenses.
 Income from operations.
 Investment and other income.
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Provision for income taxes.
 Net income.
 Six Months Ended June 30, 2009 Compared to Six Months Ended June 30, 2008
 Enrollment.
 Revenues.
 Instruction and educational support expenses.
 Marketing and admissions expenses.
 General and administration expenses.
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Income from operations.
 Investment and other income.
 Provision for income taxes.
 Net income.
 Liquidity and Capital Resources
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Payments due by period (in thousands)2-3
    
    4-5
    
    After 5Total
    
    Within 1 Year
    
    Years
    
    Years
    
    YearsOperating leases
    
    $
    190,838
    
    
    $
    23,363
    
    
    $
    49,212
    
    
    $
    42,910
    
    
    $
    75,353
 New Campuses
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ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK
   
 ITEM 4: CONTROLS AND PROCEDURES
 a)
    
    Disclosure Controls and Procedures.The Companys Chief Executive Officer and Chief Financial
Officer have evaluated the effectiveness of the Companys disclosure controls and procedures
as of June 30, 2009. Based upon such review, the Chief Executive Officer and Chief Financial
Officer have concluded that the Company has in place, as of June 30, 2009, effective controls
and procedures designed to ensure that information required to be disclosed by the Company
(including consolidated subsidiaries) in the reports it files or submits under the Securities
Exchange Act of 1934, as amended, and the rules thereunder, is recorded, processed, summarized
and reported within the time periods specified in the Commissions rules and forms.
Disclosure controls and procedures include, without limitation, controls and procedures
designed to ensure that information required to be disclosed by an issuer in reports it files
or submits under the Securities Exchange Act is accumulated and communicated to the Companys
management, including its principal executive officer or officers and principal financial
officer or officers, or persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.b)
    
    Internal Control Over Financial Reporting. There have not been any changes in the Companys
internal control over financial reporting during the quarter ended June 30, 2009 that have
materially affected, or are reasonably likely to materially affect, the Companys internal
control over financial reporting.
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##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
 (1)
 Total number of
    
    
    Approximate dollarshares purchased
    
    
    value of shares thatTotal number
    
    
    Average
    
    
    as part of publicly
    
    
    may yet be purchasedof shares
    
    
    price paid
    
    
    announced plans
    
    
    under the plans orpurchased
    
    
    per share
    
    
    or programs
    
    
    programs ($ mil)Beginning Balance (at 3/31/09)
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    10.1April
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    May
    
    
    27,800
    
    
    $
    181.95
    
    
    
    27,800
    
    
    
    (5.1
    )June
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total (at 6/30/09)
    
    
    27,800
    
    
    $
    181.95
    
    
    
    27,800
    
    
    $
    5.0
 
 (1)
    
    The Companys repurchase program was announced on November 3, 2003 for repurchases up to
an
aggregate amount of $15 million in value of common stock through December 31, 2004. The Board
of
Directors amended the program on various dates increasing the amount authorized and extending
the
expiration date. Item 3. Defaults Upon Senior Securities.
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Item 4. Submission of Matter to a Vote of Security Holders.
    For
    
    Against
    
    AbstainRobert S. Silberman
    
    
    13,187,490
    
    
    
    148,738
    
    
    
    31,919Dr. Charlotte F. Beason
    
    
    13,267,457
    
    
    
    65,093
    
    
    
    35,596William E. Brock
    
    
    13,288,969
    
    
    
    43,528
    
    
    
    35,648David A. Coulter
    
    
    13,221,052
    
    
    
    115,106
    
    
    
    31,986Robert R. Grusky
    
    
    13,311,015
    
    
    
    21,456
    
    
    
    35,674Robert L. Johnson
    
    
    10,930,249
    
    
    
    2,405,899
    
    
    
    31,996Todd A. Milano
    
    
    10,931,508
    
    
    
    2,404,553
    
    
    
    32,081G. Thomas Waite, III
    
    
    13,264,047
    
    
    
    72,097
    
    
    
    32,000J. David Wargo
    
    
    10,929,191
    
    
    
    2,403,253
    
    
    
    35,701
 2.
    
    Ratification of Appointment of PricewaterhouseCoopers LLP to serve as
the Companys independent registered public accounting firm for the fiscal year
ending December 31, 2009:
 For
    
    Against
    
    Abstain13,270,107
    
    62,137
    
    35,901
  BrokerFor
    
    Against
    
    Abstain
    
    Non-Votes11,976,164
    
    232,859
    
    28,932
    
    1,130,190
 Item 5. Other Information.
  
 Item 6. Exhibits
 31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Act.31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Act.32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
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SIGNATURES
  STRAYER EDUCATION, INC.By:

/s/ Mark C. BrownMark C. BrownExecutive Vice President and Chief Financial Officer  23




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Exhibit Index
 Exhibit
    
    Description31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Act.31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Act.32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 24