Jerome Alan Grant - Dec 8, 2022 Form 4/A - Amendment Insider Report for UNIVERSAL TECHNICAL INSTITUTE INC (UTI)

Role
Chief Executive Officer, Director
Signature
/s/ Christopher Kevane, attorney-in-fact for Jerome A Grant
Stock symbol
UTI
Transactions as of
Dec 8, 2022
Transactions value $
-$80,427
Form type
4/A - Amendment
Date filed
1/10/2023, 06:30 PM
Date Of Original Report
Dec 12, 2022
Previous filing
Jun 2, 2022
Next filing
Dec 13, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UTI Common Stock, $0.0001 par value Options Exercise $0 +26.6K +42.84% $0.00 88.8K Dec 8, 2022 Direct F1, F2
transaction UTI Common Stock, $0.0001 par value Tax liability -$80.4K -11.2K -12.6% $7.19 77.6K Dec 8, 2022 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction UTI Performance Units Award $0 +196K +59.46% $0.00 525K Dec 8, 2022 Common Stock, $0.0001 par value 196K Direct F4
transaction UTI Restricted Stock Units Award $0 +140K +99.17% $0.00 280K Dec 8, 2022 Common Stock, $0.0001 par value 140K Direct F2, F5
transaction UTI Restricted Stock Units Options Exercise $0 -26.6K -50% $0.00 26.6K Dec 8, 2022 Common Stock, $0.0001 par value 26.6K Direct F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Share of Common Stock received from vesting of restricted stock units granted on 12/08/2021.
F2 Each restricted stock unit represents a contingent right to receive one share of Common Stock.
F3 Shares withheld to satisfy tax liability for the vesting of restricted stock units granted on 12/08/2021.
F4 Each performance unit represents a contingent right to receive one share of the UTI Common Stock, 60% of which vest based on revenue for the fiscal year ending September 30, 2025 and 40% of which vest based on adjusted EBITDA for the fiscal year ending September 30, 2025, the sum of which will be adjusted by a compound annual total shareholder return ("TSR") modifier (which modifier may result in the adjustment of the performance units by up to 25% either upward or downward). For purposes of determining the TSR, the change in the price of the UTI Common Stock is based upon the 30-trading day average closing stock price (i) immediately preceding and through grant date, and (ii) immediately preceding and through the 3rd anniversary of grant date (ending price). The amount represents the maximum number of shares that may be delivered pursuant to the award, which is 187.5% of the target number of shares.
F5 The restricted stock units vest in three equal annual installments beginning on December 8, 2023.
F6 Share of Common Stock received from vesting of restricted stock units on 12/08/2021.