Universal Technical Institute (UTI) HR chief sells 1,750 company shares

Rhea-AI Filing Summary

Universal Technical Institute, Inc. senior vice president and chief HR officer Carolyn Ann Frank reported an open-market sale of company stock. On 02/13/2026, she sold 1,750 shares of common stock at a price of $30.077 per share. After this transaction, she directly owned 30,272 shares of Universal Technical Institute common stock.

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).

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^*

Frank Carolyn Ann

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/Chief HR Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		S		1,750	D	$30.077	30,272	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:

	/s/ Christopher Kevane, Attorney-in-Fact for Carolyn Ann Frank	02/17/2026
	** 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 executive Carolyn Ann Frank report?

Carolyn Ann Frank reported an open-market sale of Universal Technical Institute common stock. She sold 1,750 shares of common stock on 02/13/2026 at a price of $30.077 per share, as disclosed in the Form 4 insider filing.

At what price did Carolyn Ann Frank sell UTI common stock?

She sold Universal Technical Institute common stock at $30.077 per share. The Form 4 shows an open-market sale of 1,750 shares at this price on 02/13/2026, executed as a non-derivative transaction in the company’s common stock.

How many UTI shares does Carolyn Ann Frank own after the reported sale?

After the sale, she beneficially owns 30,272 shares of Universal Technical Institute common stock. The Form 4 indicates these shares are held as direct ownership, reflecting her remaining stake following the 1,750-share open-market disposition.

What role does Carolyn Ann Frank hold at Universal Technical Institute (UTI)?

Carolyn Ann Frank serves as an officer of Universal Technical Institute with the title SVP/Chief HR Officer. The Form 4 identifies her as an executive officer rather than a director or 10% owner, clarifying her relationship to the issuer.

Was the UTI insider transaction by Carolyn Ann Frank a purchase or a sale?

The transaction was a sale of shares, not a purchase. The Form 4 lists transaction code “S,” described as an open-market or private sale, for 1,750 shares of Universal Technical Institute common stock on 02/13/2026 at $30.077 per share.

Is Carolyn Ann Frank’s ownership in UTI classified as direct or indirect after the trade?

Her ownership is classified as direct following the reported transaction. The Form 4 indicates the 30,272 shares of Universal Technical Institute common stock are held with ownership code “D,” meaning direct beneficial ownership rather than through an intermediate entity.