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SEC FORM 4 SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Juniper Investment Company, LLC

(Last)

(First)

(Middle)

555 MADISON AVENUE

24TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LINCOLN EDUCATIONAL SERVICES CORP [ LINC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/30/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, no par value per share	11/30/2021		P		11,300	A	$7.0156⁽¹⁾	640,469	I	Juniper Targeted Opportunity Fund, L.P.⁽²⁾
Common Stock, no par value per share	12/01/2021		P		117,227	A	$7.1493⁽³⁾	757,696	I	Juniper Targeted Opportunity Fund, L.P.⁽²⁾
Common Stock, no par value per share								14,000	I	Juniper Multi-Strategy Fund, L.P.⁽⁴⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A Convertible Preferred Stock	⁽⁵⁾⁽⁶⁾							⁽⁴⁾	⁽⁴⁾	Common Stock	4,745,765		11,200⁽⁴⁾	I	See footnote⁽⁴⁾

1. Name and Address of Reporting Person^*

Juniper Investment Company, LLC

(Last)

(First)

(Middle)

555 MADISON AVENUE

24TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

1. Name and Address of Reporting Person^*

Juniper Targeted Opportunity Fund, L.P.

(Last)

(First)

(Middle)

555 MADISON AVENUE

24TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

Explanation of Responses:

1. The reported price is a weighted average price. The shares were purchased on November 30, 2021 in multiple transactions on the open market at prices ranging from $6.945 to $7.07 by Juniper Targeted Opportunity Fund, L.P. ("Juniper Fund"). Juniper Investment Company, LLC ("Juniper") serves as the investment manager of Juniper Fund. The Reporting Persons undertake to provide to the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

2. As the investment manager of Juniper Fund, Juniper may be deemed to beneficially own the securities held by the Juniper Fund. Juniper disclaims beneficial ownership of all the interests reported herein except to the extent of its pecuniary interest therein.

3. The reported price is a weighted average price. The shares were purchased on December 1, 2021 in multiple transactions on the open market at prices ranging from $7.095 to $7.24 by Juniper Fund. The Reporting Persons undertake to provide to the Issuer or the Staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

4. As the investment manager of Juniper Multi-Strategy Fund, L.P. ("Juniper Multi-Strategy Fund") Juniper may be deemed to beneficially own the securities held by Juniper Multi-Strategy Fund. Juniper disclaims beneficial ownership of all the interests reported herein except to the extent of its pecuniary interest therein.

5. Represents an aggregate of 11,200 shares of the Issuer's Series A Convertible Preferred Stock ("Series A Preferred") of which Juniper Fund and Juniper Targeted Opportunities, L.P. ("Juniper Targeted Opportunities") hold 3,500 shares and 7,700 shares, respectively. The Series A Preferred is convertible into the Issuer's Common Stock on a 423.729-for-one basis (when issued and such conversion ratio is subject to increase in the event that dividends on Series A shares are not paid in cash). Series A is convertible at any time at the holder's election and has no expiration date. Beginning on November 14, 2022, the holder may be required by the Issuer to convert the Series A into Common Stock upon satisfaction of certain requirements.

6. (Footnote 5 continued). Juniper serves as the investment manager of Juniper Fund and Juniper Targeted Opportunities and may be deemed to beneficially own the securities held by them. Juniper disclaims beneficial ownership of all interests reported herein except to the extent of its pecuniary interest therein.

	Juniper Investment Company, LLC, By: /s/ John A. Bartholdson, its Managing Member	12/02/2021
	Juniper Targeted Opportunity Fund, L.P. By: Juniper HF II Investors, LLC, its general partner, By: /s/ John A. Bartholdson, its Managing Member	12/02/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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