Universal Technical Institute (NYSE: UTI) director granted 3,565 shares

Rhea-AI Filing Summary

LENNOX WILLIAM J JR reported acquisition or exercise transactions in this Form 4 filing.

Universal Technical Institute director William J. Lennox Jr. received an equity award of 3,565 shares of common stock on March 5, 2026. The shares were issued as non-employee director compensation under the company’s Amended and Restated 2021 Equity Incentive Plan.

The grant was approved by UTI’s Board of Directors on March 5, 2026 and carried a reported price per share of $0.00, reflecting a compensation award rather than an open-market purchase. Following this award, Lennox directly held 123,168 shares of Universal Technical Institute common stock.

Insider Trade Summary

Net Buyer: 3,565 shares

Net Buy 1 txn

Insider LENNOX WILLIAM J JR

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, $0.0001 par value	3,565	$0.00	$0.00

Holdings After Transaction: Common Stock, $0.0001 par value — 123,168 shares (Direct)

Footnotes (1)

1. F1. The shares were issued as non-employee director compensation under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan and the award was approved by UTI's Board of Directors on March 5, 2026.

FAQ

What insider transaction did UTI director William J. Lennox Jr. report?

William J. Lennox Jr. reported receiving an equity award of 3,565 shares of Universal Technical Institute common stock. The shares were granted as non-employee director compensation and were not bought on the open market, reflecting stock-based pay rather than a cash purchase.

On what date were the 3,565 UTI shares granted to director Lennox?

The award of 3,565 Universal Technical Institute shares to William J. Lennox Jr. was approved on March 5, 2026. That same date is reported as the transaction date, aligning the board approval and the equity grant into a single compensation event.

At what price per share were the UTI director compensation shares recorded?

The 3,565 Universal Technical Institute shares issued to director Lennox were recorded at a price of $0.00 per share. This indicates a board-approved stock compensation grant, not an open-market transaction where the director paid cash to acquire the shares.

How many UTI shares does William J. Lennox Jr. hold after this Form 4 transaction?

After receiving the 3,565-share compensation award, William J. Lennox Jr. directly holds 123,168 Universal Technical Institute common shares. This total reflects his direct ownership position immediately following the grant reported in the Form 4 insider transaction filing.

Under which equity plan were the new UTI shares granted to the director?

The 3,565-share award to director Lennox was granted under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan. This plan governs stock-based compensation, including share grants to non-employee directors as part of their overall remuneration.

Were the UTI shares received by Lennox a purchase or a compensation grant?

The Universal Technical Institute shares were a compensation grant, not a purchase. The Form 4 describes the transaction as a grant or award acquisition, with a reported price of $0.00 per share, and the footnote states they were issued as non-employee director compensation.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/06/2026 - 06:00 PM Learn about SEC filing dates

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^*

LENNOX WILLIAM J JR

(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)
03/05/2026

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	03/05/2026		A		3,565(1)	A	$0	123,168	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 shares were issued as non-employee director compensation under the Universal Technical Institute, Inc. Amended and Restated 2021 Equity Incentive Plan and the award was approved by UTI's Board of Directors on March 5, 2026.

	/s/ Christopher Kevane, Attorney-in-Fact for William J. Lennox, Jr.	03/06/2026
	** 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.
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