SEC Form 4 · accession 0001209191-17-053083

UNIVERSAL TECHNICAL INSTITUTE INC · UTI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SVP People Services

Period of report

Sep 13, 2017

Accepted (ET)

Sep 15, 2017 · 8:14 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001261654

Table I — non-derivative securities

No Table I lines on this filing.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Units^F1	—	Sep 13, 2017	A	17,095	A	—	Sep 13, 2019	Common Stock	17,095	17,095	D
Cash Units^F2	—	Sep 13, 2017	A	—	A	—	Sep 13, 2019	Cash	—	—	D

F1Each performance unit represents a contingent right to receive one share of the Company's common stock, which vests based on the 2-year compound annual total shareholder return ("TSR"). For purposes of determining the TSR, the change in the price of the Company's common stock is based upon the 30-trading day average closing stock price (i) immediately preceding the grant date at the beginning of the performance period, and (ii) immediately preceding the second anniversary of the grant date at the end of the performance period. The number represents the maximum number of shares that may be delivered pursuant to the award, which is 150% of the target number of shares.
F2Represents a contingent right to receive cash, which vests based on the 2-year compound annual TSR. For purposes of determining the TSR, the change in the price of the Company's common stock is based upon the 30-trading day average closing stock price (i) immediately preceding the grant date at the beginning of the performance period, and (ii) immediately preceding the second anniversary of the grant date at the end of the performance period. The amount represents the maximum amount of cash that may be delivered pursuant to the award, which is 150% of the target amount of cash.

Exhibit List Exhibit 24 - Power of Attorney