[144] Moody's Corporation SEC Filing

Rhea-AI Filing Summary

The Vanguard Group filed Amendment No. 2 to Schedule 13G disclosing a passive position in Universal Technical Institute (UTI) as of 30 Jun 2025.

• Beneficial ownership: 3,315,026 common shares.
• Represents 6.09 % of the outstanding class, exceeding the 5 % reporting threshold.
• Voting authority: 0 shares sole; 60,294 shares shared.
• Dispositive authority: 3,209,454 shares sole; 105,572 shares shared.
• Filer status: Investment Adviser (IA) filing under Rule 13d-1(b).

The firm certifies the stake is held in the ordinary course of business and not for the purpose of influencing control. The filing is signed by Ashley Grim, Head of Global Fund Administration, on 29 Jul 2025.

Positive

• 6.09 % institutional holding by Vanguard adds credibility and may improve liquidity.

Negative

• No sole voting power limits Vanguard’s ability to advocate for shareholder-friendly changes.

Insights

Financial Analyst

TL;DR: Vanguard’s 6.09 % passive stake adds reputable institutional ownership; limited governance influence keeps impact neutral.

Vanguard now reports 3.32 million UTI shares, or 6.09 % of the float. Because it declares no sole voting power and files on Schedule 13G, the position is passive. Large-cap managers like Vanguard often build such stakes through index and quantitative strategies, providing liquidity and signalling confidence in the issuer’s fundamentals. However, the absence of voting authority means Vanguard is unlikely to drive strategic change. From a valuation standpoint, the disclosure confirms an incremental institutional buyer but does not materially alter cash-flow, earnings, or control dynamics. Overall market impact should be modest and sentiment-supportive rather than transformative.

Portfolio Manager

TL;DR: Stake strengthens free-float stability; negligible activism risk.

Index funds’ passive accumulation tends to lower share-price volatility by anchoring a long-term shareholder base. Vanguard’s 6 % ownership provides that anchor while keeping the stock eligible for broader benchmark inclusion. Because Vanguard retains sole dispositive power over most shares, it could exit gradually, but historical behaviour shows low turnover. With only 60k shares under shared voting power, governance engagement will remain limited, reducing the probability of activist agitation. Net effect: slightly positive liquidity and investor perception; operational trajectory unchanged.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	1376	700556.68	179400000	07/29/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	11/08/2023	Stock Option Exercise	Issuer			145	11/08/2023	Cash
Common	03/01/2024	Restricted Stock Vesting	Issuer			1231	03/01/2024	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many UTI shares does Vanguard Group own?

Vanguard reports 3,315,026 common shares, equal to 6.09 % of the company.

Is Vanguard’s position in UTI passive or activist?

The Schedule 13G filing and zero sole voting power indicate a passive stake.

What authority does Vanguard have over UTI shares?

It has sole dispositive power over 3,209,454 shares but no sole voting power.

Why did Vanguard have to file this Schedule 13G/A?

SEC rules require holders of 5 % or more of a class to report; Vanguard’s stake is 6.09 %.

Does the filing signal any intent to influence UTI’s control?

The certification states the shares are held in the ordinary course and not to influence control.