4/A: Coliseum Capital Amends Form 4 Filing to Correct Transaction Code and Reflect Adjusted Purchase Price in Universal Technical Institute Inc. (UTI) Preferred Stock Repurchase
SEC Form 4/A Amendment
Coliseum Capital Management, along with related entities and individuals, filed an amendment to their Form 4 to correct a transaction code error and reflect an adjusted purchase price related to the repurchase of Universal Technical Institute Inc. (UTI) preferred shares.
Summary
- Coliseum Capital Management, LLC, along with related entities and individuals, filed an amended Form 4 with the SEC regarding transactions in Universal Technical Institute Inc. (UTI) securities.
- The amendment corrects an error in the original Form 4 filed on December 19, 2023, and an amended Form 4 filed on December 26, 2023, which incorrectly used Transaction Code 'S' instead of 'D' for the sale of 33,300 Preferred Shares.
- The filing also reflects an adjusted purchase price for the preferred shares repurchased by UTI, based on the volume-weighted average price (VWAP) of UTI's common stock between December 19 and December 22, 2023.
- The Subsequent VWAP was $11.32.
- The sale of 27,663 Preferred Shares was by Coliseum Capital Partners, L.P. and 5,637 Preferred Shares by a separate account investment advisory client of CCM to the Issuer pursuant to a Preferred Stock Repurchase Agreement entered into by the Issuer, CCP and the Separate Account on December 18, 2023.
Sentiment
Score: 7
Explanation: The document is a routine regulatory filing correcting a previous error and reflecting an adjusted purchase price. While it doesn't contain overtly positive or negative news, the correction of errors and adherence to regulatory requirements are generally viewed favorably.
Negatives
- The initial Form 4 and its amendment contained an incorrect transaction code, requiring a further amendment to correct the error.
Industry Context
This filing reflects ongoing transactions and adjustments related to investments in Universal Technical Institute, a company in the technical education sector. Such transactions are common among investment firms and are subject to regulatory reporting requirements.
Comparison to Industry Standards
- Form 4 filings are standard practice for insiders and significant shareholders of publicly traded companies, as mandated by the SEC.
- The level of detail provided in this filing is consistent with regulatory expectations for transparency in insider transactions.
- Similar filings are routinely made by other investment firms holding significant positions in publicly traded companies.
Related Party Transactions
- The Preferred Stock Repurchase Agreement between UTI and entities affiliated with Coliseum Capital constitutes a related party transaction.
Stakeholder Impact
- The repurchase of preferred shares may impact UTI's capital structure and potentially affect shareholder value.
- The adjusted purchase price reflects the market value of UTI's common stock, which could influence investor sentiment.
Key Dates
| Date | Description |
|---|---|
| 12/18/2023 | Date of earliest transaction and Preferred Stock Repurchase Agreement. |
| 12/19/2023 | Date of Initial Form 4 filing. |
| 12/22/2023 | End date for Subsequent VWAP calculation. |
| 12/26/2023 | Date of Amended Form 4 filing. |
| 03/06/2024 | Date of current Form 4/A filing. |
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