UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. )
Grand Canyon Education, Inc.
| (Name of Issuer) |
Common Stock, $0.01 par value
| (Title of Class of Securities) |
38526M 106
| (CUSIP Number) |
DECEMBER 31, 2008
| (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(c)
þ Rule 13d-1(d)
| * | The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. |
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act, but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 38526M 106 | Page 2 of 7 | |||
| SCHEDULE 13G |
| 1. | NAMES OF REPORTING PERSONS.
Significant Ventures, LLC |
|||
| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ¨ (b) x |
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| 3. | SEC USE ONLY
|
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| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5. SOLE VOTING POWER
0 | |
| 6. SHARED VOTING POWER
2,971,144 | ||
| 7. SOLE DISPOSITIVE POWER
2,971,144 | ||
| 8. SHARED DISPOSITIVE POWER
0 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,971,144 |
|||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
¨
| ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.5%* |
|||
| 12. | TYPE OF REPORTING PERSON (See Instructions)
OO (Limited Liability Company) |
| * | Based on 45,465,160 shares of Grand Canyon Education, Inc. common stock, par value $0.01 per share, outstanding as of December 31, 2008. |
| CUSIP No. 38526M 106 | Page 3 of 7 |
| 1. | NAMES OF REPORTING PERSONS.
Michael K. Clifford* |
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) ¨ (b) x |
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| 3. | SEC USE ONLY
|
|||
| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America |
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5. SOLE VOTING POWER
0 | |
| 6. SHARED VOTING POWER
2,971,144 | ||
| 7. SOLE DISPOSITIVE POWER
2,971,144 | ||
| 8. SHARED DISPOSITIVE POWER
0 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,971,144 |
|||
| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
|
¨
| ||
| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.5%** |
|||
| 12. | TYPE OF REPORTING PERSON (See Instructions)
IN |
| * | Mr. Clifford is the managing director of Significant Ventures, LLC and, in connection therewith, has dispositive power with respect to the shares held by Significant Ventures, LLC. Mr. Clifford disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein. |
| ** | Based on 45,465,160 shares of Grand Canyon Education, Inc. common stock, par value $0.01 per share, outstanding as of December 31, 2008. |
| CUSIP No. 38526M 106 | Page 4 of 7 |
| Item 1. |
(a | ) | Name of Issuer: | ||
| Grand Canyon Education, Inc. | |||||
| (b | ) | Address of Issuer’s Principal Executive Offices: | |||
| 3300 West Camelback Road | |||||
| Phoenix, Arizona 85017 | |||||
| Item 2. |
(a | ) | Name of Person(s) Filing: | ||
| Significant Ventures, LLC | |||||
| Michael K. Clifford | |||||
| (b | ) | Address of Principal Business Office(s): | |||
| Significant Ventures, LLC: | |||||
| 243 North Highway 101 | |||||
| Suite 11 | |||||
| Solana Beach, California 92075 | |||||
| Michael K. Clifford: | |||||
| 243 North Highway 101 | |||||
| Suite 11 | |||||
| Solana Beach, California 92075 | |||||
| (c | ) | Citizenship: | |||
| Significant Ventures, LLC: | |||||
| Delaware | |||||
| Michael K. Clifford: | |||||
| United States of America | |||||
| (d | ) | Title of Class of Securities: | |||
| Common Stock, $0.01 Par Value Per Share | |||||
| (e | ) | CUSIP Number: | |||
| 38526M 106 | |||||
| CUSIP No. 38526M 106 | Page 5 of 7 |
| Item 3. | If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: |
Not Applicable.
| Item 4. | Ownership. |
| (a) | Amount beneficially owned: See Item 9 of Cover Pages |
| (b) | Percent of class: See Item 11 of Cover Pages |
| (c) | Number of shares as to which the person has: |
| (i) | sole power to vote or to direct the vote of: See Item 5 of Cover Pages |
| (ii) | shared power to vote or to direct the vote of: See Item 6 of Cover Pages |
| (iii) | sole power to dispose or to direct the disposition of: See Item 7 of Cover Pages |
| (iv) | shared power to dispose or to direct the disposition of: See Item 8 of Cover Pages |
| Item 5. | Ownership of Five Percent or Less of a Class. |
Not applicable.
| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
Not applicable.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Not applicable.
| Item 8. | Identification and Classification of Members of the Group. |
Not applicable.
| Item 9. | Notice of Dissolution of Group. |
Not applicable.
| Item 10. | Certification. |
Not applicable.
| CUSIP No. 38526M 106 | Page 6 of 7 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
| Significant Ventures, LLC | ||||||||
| Dated: February 17, 2009 | /s/ Michael K. Clifford | |||||||
| By: | Michael K. Clifford | |||||||
| Title: | Managing Director | |||||||
| Dated: February 17, 2009 | /s/ Michael K. Clifford | |||||||
| Michael K. Clifford | ||||||||
| CUSIP No. 38526M 106 | Page 7 of 7 |
EXHIBIT A
In accordance with Rule 13d-1(k) 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 a Statement on Schedule 13G (including amendments thereto) relating to the Common Stock of Grand Canyon Education, Inc. and further agree that this Joint Filing Agreement be included as an exhibit to such Schedule 13G. In evidence thereof, the undersigned hereby execute this Agreement as of the date set forth below.
| Dated: February 17, 2009 | Significant Ventures, LLC | |||||||
| /s/ Michael K. Clifford | ||||||||
| By: | Michael K. Clifford | |||||||
| Title: | Managing Director | |||||||
| Dated: February 17, 2009 | /s/ Michael K. Clifford | |||||||
| Michael K. Clifford | ||||||||