Universal Technical Institute (UTI) director sells 10,000 shares

Rhea-AI Filing Summary

Universal Technical Institute director Shannon Lei Okinaka sold shares in the company. On March 6, 2026, the director executed an open-market sale of 10,000 shares of common stock at a weighted average price of $34.7414 per share, leaving 19,808 shares held directly afterward.

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
Estimated average burden
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^*

Okinaka Shannon Lei

(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)
03/06/2026

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	03/06/2026		S		10,000	D	$34.7414(1)	19,808	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 price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $34.54 to $35.3456. The reporting person undertakes to provide 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 herein.

	/s/ Christopher Kevane, Attorney-in-Fact for Shannon L. Okinaka	03/09/2026
	** 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

What insider transaction did UTI director Shannon Lei Okinaka report?

Shannon Lei Okinaka reported an open-market sale of 10,000 shares of Universal Technical Institute common stock. The transaction was recorded at a weighted average price of $34.7414 per share and occurred as a non-derivative transaction.

When did the UTI insider sale by Shannon Lei Okinaka take place?

The insider sale by Shannon Lei Okinaka took place on March 6, 2026. It involved a non-derivative open-market sale of 10,000 shares of Universal Technical Institute common stock at a weighted average price of $34.7414 per share.

How many UTI shares did Shannon Lei Okinaka sell and at what price?

Shannon Lei Okinaka sold 10,000 shares of Universal Technical Institute common stock. The weighted average sale price was $34.7414 per share, based on multiple trades within a reported price range described in the Form 4 footnote.

How many UTI shares does Shannon Lei Okinaka hold after the reported sale?

After the reported sale, Shannon Lei Okinaka directly holds 19,808 shares of Universal Technical Institute common stock. This figure reflects the remaining direct ownership position following the 10,000-share open-market sale disclosed on March 6, 2026.

What does the Form 4 footnote say about the UTI insider trade price?

The footnote explains that the reported $34.7414 price is a weighted average. The 10,000 shares were traded in multiple transactions at prices ranging from $34.54 to $35.3456, and detailed trade breakdowns are available from the reporting person upon request.