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 2, 2012
 
Capella Education Company
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Minnesota
 
001-33140
 
41-1717955
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
225 South 6th Street, 9th Floor
Minneapolis, Minnesota
 
55402
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code (888) 227-3552
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 8.01
Other Events

On July 2, 2012, Capella University, our wholly owned subsidiary, received a Final Audit Report from Federal Student Aid (FSA) in connection with a compliance audit by the Office of Inspector General (OIG) of the Department of Education (DOE). The OIG audit period was initially for financial aid years 2002-2005, with Capella University subsequently providing additional information for financial aid years 2006 and 2007.

In the Final Audit Report, FSA determined no further action is required on any of the OIG audit findings, other than for Capella University to adhere to corrective actions already undertaken and communicated to the DOE. The FSA did not require Capella University to refund any federal student aid funds or pay any fines or penalties. Issuance of the FSA Final Report formally concludes the OIG audit and will be reflected in our financial statements for the quarter ended June 30, 2012.

The information in Item 8.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.









SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
CAPELLA EDUCATION COMPANY
 
 
 
 
Date: July 9, 2012
 
 
 
By
 
/s/ Gregory W. Thom
 
 
 
 
 
 
Gregory W. Thom
 
 
 
 
 
 
Senior Vice President, General Counsel and Secretary