Universal Technical Institute (NYSE: UTI) discloses 9,294 RSU grant to SVP/Chief HR Officer

Rhea-AI Filing Summary

Universal Technical Institute Inc. reported an insider equity award for its SVP/Chief HR Officer, Carolyn Ann Frank. On 12/10/2025, she acquired 9,294 restricted stock units (RSUs) of the company’s common stock. Following this transaction, she beneficially owned 34,962 shares or RSUs of common stock.

The RSUs vest in three equal installments beginning on December 15, 2026, meaning the award will be earned over time. Each RSU represents a contingent right to receive one share of Universal Technical Institute common stock, so the ultimate value depends on the company’s share price when the units vest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Frank Carolyn Ann

Role SVP/Chief HR Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $0.0001 par value	9,294	$0.00	--

Holdings After Transaction: Common Stock, $0.0001 par value — 34,962 shares (Direct)

Footnotes (1)

1. The restricted stock units ("RSU") vest in three equal installments beginning on December 15, 2026. Each RSU represents a contingent right to receive one share of issuer's Common Stock.

Form 4 Insider Transactions: What Each Field Means →

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^*

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)
12/10/2025

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	12/10/2025		A		9,294(1)	A	(2)	34,962	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 restricted stock units ("RSU") vest in three equal installments beginning on December 15, 2026.

2. Each RSU represents a contingent right to receive one share of issuer's Common Stock.

	/s/ Christopher Kevane, Attorney-in-Fact for Carolyn Ann Frank	12/12/2025
	** 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

What insider transaction did Universal Technical Institute (UTI) report in this Form 4?

The filing reports that SVP/Chief HR Officer Carolyn Ann Frank acquired 9,294 restricted stock units (RSUs) of Universal Technical Institute common stock on 12/10/2025.

How many Universal Technical Institute (UTI) shares does the reporting person own after this transaction?

After the RSU award, the reporting person beneficially owned 34,962 shares or RSUs of Universal Technical Institute common stock.

What is the vesting schedule for the 9,294 RSUs reported by UTI?

The 9,294 RSUs vest in three equal installments beginning on December 15, 2026, so the award is earned over a multi-year period.

What does each RSU represent in the Universal Technical Institute (UTI) Form 4 filing?

Each RSU represents a contingent right to receive one share of Universal Technical Institute common stock, delivered as the units vest.

What is the role of the reporting person in Universal Technical Institute (UTI)?

The reporting person serves as an Officer of Universal Technical Institute with the title SVP/Chief HR Officer.