James Kenigsberg
AMERICAN PUBLIC EDUCATIONAbout James Kenigsberg
Independent director at American Public Education, Inc. since June 2022; age 49. Former Senior Strategic Advisor (2022–Jan 2024) and prior Chief Technology Officer (2008–2022) at 2U, Inc.; currently a technologist and board member at Epic Staffing Group and a Venture Partner at Emerge Education. Core credentials: multi-decade education technology leadership, product development, and advisory experience across edtech and technology firms .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| 2U, Inc. | Chief Technology Officer | 2008–2022 | Integral in scaling company from startup to public company; led technology and product development |
| 2U, Inc. | Senior Strategic Advisor | Jan 2022–Jan 2024 | Strategic advisory role in edtech; ended Jan 2024 |
| The Princeton Review | Product Development Manager; VP, Application Development | 2000–2008 | Led technology and product teams |
| Thomson Reuters | Technology/Product Development (earlier career) | Not disclosed | Technology roles |
| Ogilvy & Mather | Technology/Product Development (earlier career) | Not disclosed | Technology roles |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Epic Staffing Group | Technologist; Board Member | Since 2022 | Board service and technology role |
| Emerge Education (EU seed fund) | Venture Partner | Since Aug 2022 | Advises early-stage edtech startups |
Board Governance
- Committee assignments: Chair, Nominating & Corporate Governance (NCG); Member, Management Development & Compensation (MDC) .
- Independence: Board determined he is independent under Nasdaq rules; all Board committees are 100% independent; six of seven nominees are independent; Board Chair is independent .
- Attendance/engagement: In 2024, all directors attended at least 75% of aggregate Board and relevant committee meetings; Board held 8 meetings; Audit (8), MDC (4), NCG (5); all directors attended the 2024 Annual Meeting .
- Governance practices: Director stock ownership guidelines (≥3x annual retainer); restrictions on hedging and pledging; annual elections; executive sessions of independent directors .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $74,989 | Fees earned or paid in cash for 2024 |
| Committee chair/member fees | Policy: NCG Chair $8,000 | Committee chair fee policy (MDC $10,000; Audit $15,000; NCG $8,000) |
| Subsidiary board representative retainer | Policy: $65,000 | For APUS or RU board representative (not indicated for Kenigsberg in 2024) |
| 2025 policy changes | Retainer $80,000; Board Chair retainer $80,000 | First increase since 2020; annual equity grant increased to $110,000 |
Performance Compensation
| Equity Element (2024) | Grant Value | Shares/Units | Vesting |
|---|---|---|---|
| Annual restricted stock grant | $79,997 | Unvested awards outstanding as of 12/31/2024: 4,350 | Vests on earlier of 1-year from grant or immediately prior to next Annual Meeting |
| Fair value per share (for 2024 director awards) | $18.39 | N/A | Grant date fair value per share used for director RSUs in 2024 |
| 2025 annual director equity grant (policy) | $110,000 | N/A | Approved increase for 2025 grants |
Directors receive time-based restricted stock; no performance metrics tied to director equity awards are disclosed .
Other Directorships & Interlocks
| Entity | Nature | Potential Interlock/Conflict Consideration |
|---|---|---|
| 2U, Inc. (TWOU) | Former Senior Strategic Advisor (ended Jan 2024); prior CTO | 2U is in APEI’s compensation peer group; advisory relationship ended Jan 2024. Board determined independence; no related person transactions in 2024 |
| Epic Staffing Group | Board Member | No APEI related party transactions disclosed; ongoing external board role |
Expertise & Qualifications
- Education sector experience and advising edtech firms; technology/cybersecurity expertise; risk management; talent management expertise; operational experience .
- Biography emphasizes multi-decade product and platform leadership in edtech and technology marketing environments .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership (as of 3/27/2025) | 26,432 shares | Director-level ownership disclosed in Beneficial Ownership table |
| Shares outstanding (record date) | 18,036,421 | For Annual Meeting record date |
| Ownership as % of shares outstanding | ~0.15% | Computed from 26,432 / 18,036,421; inputs cited |
| Unvested restricted stock outstanding (12/31/2024) | 4,350 shares | Director unvested awards |
| Options (exercisable/unexercisable) | 0 / 0 | No director options outstanding as of 12/31/2024 |
| Hedging/Pledging | Prohibited | Company policy prohibits hedging and pledging by directors/officers |
| Stock ownership guidelines | ≥3x annual retainer | All continuing directors in compliance as of 12/31/2024 |
Governance Assessment
- Strengths: Independent director with relevant edtech and technology/cybersecurity expertise; chairs NCG and serves on MDC; attends at least 75% of meetings; adheres to stock ownership guidelines; hedging/pledging prohibited; Board Chair is independent; robust related party transaction policy with no 2024 related person transactions .
- Compensation alignment: Director pay combines cash retainer and time-based equity; 2025 increases align with peer benchmarking; director equity vests annually, supporting alignment without performance risk-taking by directors .
- Potential conflicts: Historical advisory relationship with 2U (a peer group company) ended Jan 2024; Board determined independence and disclosed no related person transactions—monitor ongoing external roles for any future business dealings with APEI .
- Signals: 2024 say-on-pay support was ~92%, indicating shareholder endorsement of compensation governance; no delinquent Section 16(a) reports disclosed for Kenigsberg; late filings noted for other directors (Pianko, Braner) .
RED FLAGS: None disclosed specific to Kenigsberg in 2024; continue monitoring for any transactions involving Epic Staffing Group or renewed ties with peer companies; ensure continued compliance with APEI’s prohibition on pledging and hedging .