[Form 4] Universal Technical Institute, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Robert T. DeVincenzi, a director of Universal Technical Institute, Inc. (UTI), reported purchases of the issuer's common stock on 08/12/2025. The Form 4 shows two non-derivative acquisitions: 505 shares at a weighted-average price of $25.3857 and 9,495 shares at a price of $25.3998; the filing notes the purchases were made in multiple transactions at prices ranging from $25.385 to $25.39. Following these transactions the reporting person beneficially owned 136,765 shares. The document is signed by an attorney-in-fact on behalf of Mr. DeVincenzi.

Positive

• Insider purchases reported totaling 10,000 shares, indicating the director increased personal ownership
• Clear price disclosure with weighted-average prices and an explicit price range ($25.385 to $25.39)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director purchased shares in multiple transactions, increasing beneficial ownership to 136,765 shares.

The Form 4 documents routine insider purchases by a company director rather than a sale or derivative exercise. Such open-market purchases are commonly disclosed to ensure transparency about insider holdings. The filing is straightforward: two reported acquisitions on the same date with a narrow price range and a weighted-average disclosed. There are no amendments, sales, option exercises, or indications of a planned disposition in this filing. Document execution was handled by an attorney-in-fact and the Form 4 follows expected disclosure conventions.

Securities Analyst

TL;DR: Insiders added roughly 10,000 shares at about $25.39 each; final reported beneficial holding is 136,765 shares.

The transaction details are granular: 505 shares and 9,495 shares acquired on 08/12/2025 at reported weighted-average prices, with an explicit note that purchases occurred at prices between $25.385 and $25.39. This filing contains no derivative activity and no indication of material corporate events tied to the purchases. For market-impact assessment the filing provides exact share counts and prices but does not give the issuer's outstanding share count or economic context, so materiality relative to float cannot be determined from this form alone.

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

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DEVINCENZI ROBERT THOMAS

(Last) (First) (Middle)

4225 E. WINDROSE DRIVE, SUITE 200

(Street)

PHOENIX AZ 85032

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL TECHNICAL INSTITUTE INC [ UTI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2025

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

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

X	Form filed by One Reporting Person
	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)
			Code	V	Amount	(A) or (D)	Price
Common Stock, $0.0001 par value	08/12/2025		P		505	A	$25.3857(1)	127,270	D
Common Stock, $0.0001 par value	08/12/2025		P		9,495	A	$25.3998	136,765	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The prices reported in Column 4 reflect a weighted average price. These shares were purchased in multiple transactions at prices ranging from $25.385 to $25.39. The reporting person undertakes to provide to the issuer or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth herein.

	/s/ Christopher Kevane, Attorney-in-Fact for Robert T. DeVincenzi	08/14/2025
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed the Form 4 for UTI?

Robert T. DeVincenzi, identified as a director, filed the Form 4 (signed by an attorney-in-fact).

What transactions are reported on the UTI Form 4 dated 08/12/2025?

Two non-derivative purchases of common stock: 505 shares at $25.3857 and 9,495 shares at $25.3998 on 08/12/2025.

How many UTI shares does the reporting person own after the transactions?

The reporting person beneficially owned 136,765 shares following the reported transactions.

Were any derivative transactions or sales reported in this Form 4?

No. Table II shows no derivative securities activity; only non-derivative acquisitions are reported.

What price range is disclosed for the purchases?

The filing discloses purchases made in multiple transactions at prices ranging from $25.385 to $25.39.