0001209191-17-064554.txt : 20171207 0001209191-17-064554.hdr.sgml : 20171207 20171207190748 ACCESSION NUMBER: 0001209191-17-064554 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20171205 FILED AS OF DATE: 20171207 DATE AS OF CHANGE: 20171207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Peterson Bryce H CENTRAL INDEX KEY: 0001537809 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31923 FILM NUMBER: 171245850 MAIL ADDRESS: STREET 1: 671 W. ROADRUNNER CT. CITY: CHANDLER STATE: AZ ZIP: 85286 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UNIVERSAL TECHNICAL INSTITUTE INC CENTRAL INDEX KEY: 0001261654 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 860226984 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 16220 NORTH SCOTTSDALE ROAD STREET 2: SUITE 100 CITY: SCOTTSDALE STATE: AZ ZIP: 85254 BUSINESS PHONE: 623-445-9500 MAIL ADDRESS: STREET 1: 16220 NORTH SCOTTSDALE ROAD STREET 2: SUITE 100 CITY: SCOTTSDALE STATE: AZ ZIP: 85254 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-12-05 0 0001261654 UNIVERSAL TECHNICAL INSTITUTE INC UTI 0001537809 Peterson Bryce H 16220 N. SCOTTSDALE ROAD, SUITE 100 SCOTTSDALE AZ 85254 0 1 0 0 EVP & CFO Common Stock, $0.0001 par value 2017-12-05 4 A 0 36983 0.00 A 132803 D Performance Units 2017-12-05 4 A 0 27737 0.00 A 2020-12-05 Common Stock 27737 27737 D Performance Cash 2017-12-05 4 A 0 93750.00 0.00 A 2020-12-05 Cash 93750.00 93750.00 D The Board of Directors approved the grant on December 5, 2017. The restricted stock units vest in three equal annual installments. Each performance unit represents a contingent right to receive one share of the Company's common stock, 50% of which vest based on the 2-year compound annual total shareholder return ("TSR") and 50% of which vest based on the 3-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 or third anniversary, as applicable, 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. Represents a contingent right to receive cash, 50% of which vest based on the 2-year compound annual TSR and 50% of which vest based on the 3-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 or third anniversary, as applicable, 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. /s/ Chad A. Freed, as attorney-in-fact 2017-12-07