SCHEDULE 13D/A: Coliseum Capital Reduces Stake in Universal Technical Institute to 9.5% Following Recent Block Sales

Coliseum Capital Management and its affiliates have significantly reduced their beneficial ownership in Universal Technical Institute, Inc. to 9.5% through a series of block sales in February and March 2025.

Summary

• This document is Amendment No. 10 to the Schedule 13D originally filed by Coliseum Capital Management, LLC and its affiliates (the "Reporting Persons") on March 21, 2016, regarding their holdings in Universal Technical Institute, Inc. (the "Issuer").
• The Reporting Persons, including Coliseum Capital Management, LLC, Coliseum Capital, LLC, Coliseum Capital Partners, L.P., Adam Gray, and Christopher Shackelton, have updated their beneficial ownership.
• As of March 27, 2025, Coliseum Capital Management, LLC, Adam Gray, and Christopher Shackelton beneficially own 5,145,755 shares, representing 9.5% of the Issuer's Common Stock.
• Coliseum Capital, LLC and Coliseum Capital Partners, L.P. beneficially own 4,265,963 shares, representing 7.8% of the Issuer's Common Stock.
• These percentages are calculated based on 54,371,711 shares of Common Stock outstanding as of February 1, 2025, as reported in the Issuer's Form 10-Q.
• Coliseum Capital Partners, L.P. and a separate account investment advisory client of Coliseum Capital Management, LLC executed block sales of Common Stock.
• On February 10, 2025, Coliseum Capital Partners, L.P. sold 584,364 shares and the Separate Account sold 120,517 shares, both at $28.20 per share.
• On March 27, 2025, Coliseum Capital Partners, L.P. sold 829,025 shares and the Separate Account sold 170,975 shares, both at $25.35 per share.
• These transactions represent the only sales by the Reporting Persons within the 60 days preceding this amendment filing.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to a significant reduction in stake by a major investor, which can be interpreted as a loss of confidence or a strategic divestment. The lower price of the more recent sale also contributes to this sentiment.

Negatives

• Coliseum Capital Management and its affiliates have significantly reduced their stake in Universal Technical Institute, indicating a potential decrease in their conviction or a strategic portfolio rebalancing.
• The block sales occurred at prices of $28.20 and $25.35 per share, with the latter sale being at a lower price, which could reflect market conditions or the urgency of the sale.

Future Outlook

NA

Industry Context

This filing reflects a change in a significant investor's position within the post-secondary education sector, specifically for a provider of technical education. Such changes can sometimes signal an investor's view on the company's future prospects or broader industry trends, though this document does not provide explicit commentary on these factors.

Stakeholder Impact

• Shareholders: The reduction in a significant investor's stake could lead to increased selling pressure or a negative perception of the company's stock, potentially impacting share price.
• Company Management: May need to address investor concerns or provide clarity on the reasons behind the significant divestment by a major holder.

Key Dates

Keywords

Schedule 13D, Beneficial Ownership, Block Sale, Universal Technical Institute, Coliseum Capital Management, Common Stock, SEC Filing, Shareholding, Investment Management