Form 4/A for UTI UNIVERSAL TECHNICAL INSTITUTE INC
Accepted 2023-01-10 00:00:00 ET · period of report 2022-12-08 · accession 0001261654-23-000024 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DA | 2023-01-10 | 2022-12-08 | UTI | Grant Jerome Alan | CEO, Dir | M - OptEx | $0.00 | +26.6K | 88.8K | +43% | $0 |
| DA | 2023-01-10 | 2022-12-08 | UTI | Grant Jerome Alan | CEO, Dir | F - Tax | $7.19 | -11.2K | 77.6K | -13% | -$80.4K |
| DMA | 2023-01-10 | 2022-12-08 | UTI | Grant Jerome Alan | CEO, Dir | A - Grant | $0.00 | +335.4K | 525.3K | +177% | $0 |
| DA | 2023-01-10 | 2022-12-08 | UTI | Grant Jerome Alan | CEO, Dir | M - OptEx | $0.00 | -26.6K | 26.6K | -50% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock, $0.0001 par value | 2022-12-08 | M | A | 26,623 | $0.00 | 88,775 | D | — | — | (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. |
| 2 | Common | Common Stock, $0.0001 par value | 2022-12-08 | F | D | 11,186 | $7.19 | 77,589 | D | — | — | (F3) Shares withheld to satisfy tax liability for the vesting of restricted stock units granted on 12/08/2021. |
| 3 | Derivative | Restricted Stock Units | 2022-12-08 | A | A | 139,523 | $0.00 | 280,220 | D | — · — to — | 139,523 Common Stock, $0.0001 par value | (F2) Each restricted stock unit represents a contingent right to receive one share of Common Stock. (F5) The restricted stock units vest in three equal annual installments beginning on December 8, 2023. |
| 4 | Derivative | Performance Units | 2022-12-08 | A | A | 195,857 | $0.00 | 525,275 | D | — · — to — | 195,857 Common Stock, $0.0001 par value | (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. |
| 5 | Derivative | Restricted Stock Units | 2022-12-08 | M | D | 26,623 | $0.00 | 26,623 | D | — · — to 2024-12-08 | 26,623 Common Stock, $0.0001 par value | (F2) Each restricted stock unit represents a contingent right to receive one share of Common Stock. (F6) Share of Common Stock received from vesting of restricted stock units on 12/08/2021. |