UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 31, 2025
UNIVERSAL TECHNICAL INSTITUTE, INC.
(Exact name of registrant as specified in its charter)
Delaware | 1-31923 | 86-0226984 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
4225 E. Windrose Drive, Suite 200, Phoenix, Arizona | 85032 | |
(Address of principal executive offices) | (Zip Code) |
(623) 445-9500
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Common Stock, par value $0.0001 per share |
UTI |
New York Stock Exchange |
||
(Title of each class) | (Trading symbol) |
(Name of each exchange on which registered) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
☐ | Emerging growth company |
☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Chief Operating Officer
On March 31, 2025 (the “Transition Date”), Universal Technical Institute, Inc., a Delaware corporation (the “Company”), announced the transition of Todd Hitchcock to the role of Chief Operating Officer, effective immediately (the “Transition”). In the role of Chief Operating Officer, Mr. Hitchcock will also serve as the Company’s principal operating officer. Prior to the Transition, Mr. Hitchcock served as the Company’s Executive Vice President and Chief Strategy and Transformation Officer.
Information regarding Mr. Hitchcock that is responsive to Items 401(b), (d), (e) and Item 404(a) of Regulation S-K is incorporated by reference herein from the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on January 15, 2025. In connection with the Transition, Mr. Hitchcock’s base salary increased to $500,000 for fiscal 2025, and his fiscal 2025 long-term incentive compensation awards were increased to $800,000.
Item 7.01 | Regulation FD Disclosure |
On March 31, 2025, the Company issued a press release announcing the appointment of Mr. Hitchcock as its Chief Operating Officer (the “Press Release”), which is attached here as Exhibit 99.1.
The information contained in this Item 7.01, including the related information set forth in the Press Release attached hereto as Exhibit 99.1, is being “furnished” and shall not be deemed “filed” with the Securities and Exchange Commission for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section and is not incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits. |
Exhibit Number |
Description of Exhibits |
|
99.1 | Press Release dated March 31, 2025. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: March 31, 2025 | Universal Technical Institute, Inc. | |||||
By: | /s/ Christopher Kevane |
|||||
Name: | Christopher Kevane | |||||
Title: | Executive Vice President and Chief Legal Officer |
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Exhibit 99.1
Media Contact
Susan Aspey
saspey@uti.edu
202.549.0534
Universal Technical Institute, Inc. Promotes Todd Hitchcock to Chief Operating Officer,
Accelerating Execution of Company’s Successful North Star Strategy
Company Appoints Adrienne DeTray as Chief Information Officer, Completing Executive Leadership Team
PHOENIX and ORLANDO (March 31, 2025)—Universal Technical Institute, Inc. (NYSE: UTI), a leading workforce education provider for transportation, skilled technicians, energy and healthcare, today announced Todd Hitchcock as Chief Operating Officer, effective immediately. Hitchcock has been with the company the past five years and most recently served as EVP, Chief Strategy and Transformation Officer.
“Todd has played a pivotal role in every aspect of the company’s successful transformation, including leading the development of our multi-phase North Star strategy of growth, diversification and optimization. I am thrilled that he is assuming this role and am confident it will strengthen our market position by enabling us to execute on the second phase of our strategy, which at its core is designed to enable our company to better meet the enormous demand for skilled collar workers in the U.S.,” said Jerome Grant, Chief Executive Officer, Universal Technical Institute, Inc.
The second phase of the North Star strategy is expected to deliver approximately 10% revenue CAGR and expand its Adjusted EBITDA margin to nearly 20 percent through fiscal 2029. The core tenets of the strategy—growth, diversification and optimization—are the foundation for initiatives at both of the company’s operating segments: UTI, which offers transportation, skilled trades and energy education; and Concorde Career Colleges, which specializes in the dental, nursing and allied health professions.
“We exclusively operate in high demand segments of the labor market where our graduates are sought after by employers nationwide because of the quality of our training programs and the outcomes we produce. With the strong strategic foundation in place that has produced outperformance across our key metrics, there is tremendous opportunity to drive even more growth and further optimization of the business, which we believe will significantly increase the company’s value,” said Todd Hitchcock, Chief Operating Officer, Universal Technical Institute, Inc.
As Chief Operating Officer, Hitchcock will be responsible for oversight of the company’s UTI and Concorde divisions, continuing to strengthen the alignment of the divisions’ day-to-day operations with the corporate objectives. Hitchock will continue to oversee corporate strategy and transformation, including the exploration of potential acquisition opportunities to enhance the company’s presence in these in-demand markets.
A longtime education industry executive, Hitchcock has nearly 30 years’ experience leading education organizations through transformative change. Prior to joining Universal Technical Institute, Inc., he was one of the nation’s earliest pioneers of online learning in both K-12 and higher education, having held senior leadership roles at Florida Virtual Learning and Pearson Education.
In addition to Hitchcock’s appointment, the company announced Adrienne DeTray as Chief Information Officer, effective immediately. DeTray most recently served as CIO at Adtalem Global Education, where she led the transformation of the IT function to enhance operational efficiency and the delivery of digital education products, enabling sustained year-over-year growth and improved student persistence rates. Prior to this, she held senior leadership roles in the healthcare industry, including CommonSpirit Health in Chicago and Catholic Health Initiatives in Denver, where she leveraged her technical and business expertise alongside her experience as a registered nurse.
“I’m honored to join Universal Technical Institute, Inc. at such a transformative time,” said Adrienne DeTray, Chief Information Officer, Universal Technical Institute, Inc. “As the company continues to redefine workforce education, technology will be a catalyst for innovation, accessibility and hands-on, career-ready learning. I look forward to leading digital advancements that enhance student success, streamline operations and empower the next generation of skilled professionals.”
Added Mr. Grant, “With Todd’s promotion to COO and Adrienne’s appointment as CIO, our executive leadership team is now complete,” said Mr. Grant. “We will continue our relentless focus on providing the educational experiences that make us an industry leader for student outcomes and employer partner satisfaction, which in turn promote shareholder value.”
Universal Technical Institute, Inc. recently reported its financial results for the first quarter of fiscal 2025. The company continued to deliver strong outcomes, with key metrics of revenue, Adjusted EBITDA and new student starts having improved year-over-year. The company also increased its guidance ranges for the fiscal year.
More information about Universal Technical Institute, Inc., including the company’s most recent investor presentation, can be found here.
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About Universal Technical Institute, Inc.
Universal Technical Institute, Inc. (NYSE: UTI) was founded in 1965 and is a leading workforce solutions provider of transportation, skilled trades, and healthcare education programs whose mission is to serve students, partners, and communities by providing quality education and support services for in-demand careers across a number of highly skilled fields. Universal Technical Institute, Inc. is comprised of two divisions: the UTI division and Concorde Career Colleges. The UTI division operates 15 campuses located in nine states and offers a wide range of transportation, skilled trade and energy training programs under brands such as UTI, MIAT College of Technology, Motorcycle Mechanics Institute, Marine Mechanics Institute and NASCAR Technical Institute.
Concorde operates across 17 campuses in eight states and online, offering programs in the allied health, dental, nursing, patient care and diagnostic fields. For more information, visit www.uti.edu or www.concorde.edu, or on LinkedIn at @UniversalTechnicalInstitute and @Concorde Career Colleges or at X (formerly Twitter) @news_UTI or @ConcordeCareer.