Universal Technical Institute (UTI) officer has 880 shares withheld for RSU taxes

Rhea-AI Filing Summary

Universal Technical Institute, Inc. reported an insider equity transaction by its UTI Division President, Tracy K. Lorenz. On 12/17/2025, 880 shares of common stock were withheld by the company at a price of $26.06 per share to cover tax obligations arising from the vesting of restricted stock units that were granted on December 9, 2024. After this tax withholding transaction, the reporting person beneficially owns 45,275 shares of Universal Technical Institute common stock directly. No derivative securities transactions were reported in this filing.

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^*

Lorenz Tracy Kay

(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)
	UTI Division President

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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	12/17/2025		F		880(1)	D	$26.06	45,275	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. Shares withheld by the issuer to satisfy tax-withholding obligations upon vesting of restricted stock units granted on December 9, 2024.

	/s/ Christopher Kevane, Attorney-in-Fact for Tracy K. Lorenz	12/19/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

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

The filing reports that the UTI Division President, Tracy K. Lorenz, had 880 shares of Universal Technical Institute common stock withheld by the company on 12/17/2025 to satisfy tax-withholding obligations related to vested restricted stock units granted on December 9, 2024.

How many UTI shares were involved in the reported insider transaction?

The transaction involved 880 shares of Universal Technical Institute common stock that were withheld by the issuer to cover tax-withholding obligations upon vesting of restricted stock units.

At what price were the UTI shares withheld in the insider transaction?

The 880 shares of Universal Technical Institute common stock were withheld at a price of $26.06 per share in connection with the tax-withholding transaction on 12/17/2025.

How many UTI shares does the reporting officer own after this transaction?

Following the reported transaction, the UTI Division President beneficially owns 45,275 shares of Universal Technical Institute common stock in direct ownership.

What was the reason for the share withholding reported for UTI?

The shares were withheld by Universal Technical Institute to satisfy tax-withholding obligations triggered by the vesting of restricted stock units that had been granted on December 9, 2024.

Did the UTI Form 4 report any derivative securities transactions?

No. The section for derivative securities shows no reported acquisitions or dispositions, indicating no derivative securities transactions were reported in this filing.

Who signed the UTI insider transaction report and on whose behalf?

The report was signed by /s/ Christopher Kevane as Attorney-in-Fact for Tracy K. Lorenz on 12/19/2025.