8-K
UNIVERSAL TECHNICAL INSTITUTE INC (UTI)
____________________________________________________________________________________________________________
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): November 19, 2025
UNIVERSAL TECHNICAL INSTITUTE, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-31923 | 86-0226984 | |||
|---|---|---|---|---|---|
| (State or other jurisdiction<br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) | 4225 E. Windrose Drive, Suite 200<br><br>Phoenix, AZ<br><br>(Address of principal executive offices) | 85032<br><br>(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 filing 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:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.0001 par value per share | UTI | New York Stock Exchange |
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 2.02 Results of Operations and Financial Condition.
On November 19, 2025, Universal Technical Institute, Inc. (the "Company") issued a press release reporting fourth quarter and full year results for fiscal 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated into this Item 2.02 by reference.
Item 7.01. Regulation FD Disclosure.
The Company also posted to the investor relations section of its website (https://investor.uti.edu): (i) an investor presentation (the “Investor Presentation”), furnished herewith as Exhibit 99.2, and (ii) and a financial supplement, furnished herewith as Exhibit 99.3 (the “Financial Supplement”). Each of the Investor Presentation and the Financial Supplement will be used by the Company during meetings with investors and analysts. This information may be amended or updated at any time and from time to time through another Current Report on Form 8-K, a later company filing, or other means.
The information in Item 2.02 and Item 7.01 of this Form 8-K, including Exhibit 99.1, Exhibit 99.2 and Exhibit 99.3 attached hereto, is intended to be furnished and shall not be deemed "filed" for 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, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description |
|---|---|
| 99.1 | Press Release of Universal Technical Institute, Inc., dated November19, 2025 |
| 99.2 | Investor Presentation dated November19, 2025 |
| 99.3 | Q4 2025Financial Supplement dated November19, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| UNIVERSAL TECHNICAL INSTITUTE, INC. | ||
|---|---|---|
| November 19, 2025 | By: | /s/ Bruce Schuman |
| Name: | Bruce Schuman | |
| Title: | Executive Vice President and Chief Financial Officer |
Document
Exhibit 99.1
Universal Technical Institute Reports Fiscal Year 2025 Fourth Quarter and Year-End Results
Met or surpassed fiscal year 2025 guidance ranges for revenue, net income, adjusted EBITDA, diluted EPS, and new student starts
PHOENIX, ARIZ. - November 19, 2025 - Universal Technical Institute, Inc. (NYSE: UTI), a leading workforce solutions provider of transportation, skilled trades and healthcare education programs, reported financial results for the fiscal 2025 fourth quarter and the full year ended September 30, 2025. Universal Technical Institute, Inc. operates in two reportable segments, Universal Technical Institute (UTI) and Concorde Career Colleges (Concorde), and together with its segments and subsidiaries is referred to as the “Company,” “we,” “us” or “our.”
Financial Highlights
•Full year revenue of $835.6 million in 2025, an increase of 14.0% over the prior year.
•Full year net income was $63.0 million, an increase of 50.0% over the prior year.
•Full year adjusted EBITDA(1) was $126.5 million, an increase of 22.9% over the prior year.
Operational Highlights and North Star Strategy Developments
•Full year average full-time active students of 24,618, an increase of 10.5% over the prior year, with total new student starts of 29,793, an increase of 10.8% over the prior year.
•Company now expects to open at least two and up to five new campuses, as well as launch approximately 20 new programs, across both the divisions annually over this next phase, pending regulatory approval.
“Fiscal 2025 was an exceptional year for Universal Technical Institute and a defining start to the second phase of our North Star strategy,” said Jerome Grant, CEO of Universal Technical Institute, Inc. “We exceeded every major operational target we set and even surpassed our twice-raised revenue guidance range with 14% year-over-year growth. Entering this next chapter, we are executing from the strongest position in our company’s history, and these results reinforce the durability of our model and prove that our platform can scale efficiently while maintaining our high quality.
“As we enter fiscal 2026, we are accelerating the next phase of our growth plan. We now expect to open at least two and up to five campuses annually, as well as launch approximately 20 new programs annually, across both the UTI and Concorde divisions. Everything is in place for another strong year, with clear targets, a scalable platform, and a built-out team executing with discipline and precision. The momentum we have created gives us great confidence in our ability to deliver outsized returns and expand our footprint throughout Phase II of our North Star strategy and beyond.”
Financial Results for the Three-Month Period Ended September 30, 2025 Compared to 2024
•Revenues increased 13.3% to $222.4 million, compared to $196.4 million.
•Operating expenses increased 15.9% to $197.5 million, compared to $170.3 million.
•Operating income was $25.0 million compared to $26.0 million.
•Net income was $18.8 million compared to $18.8 million.
•Basic and diluted earnings per share (EPS) were $0.34, compared to $0.35 and $0.34, respectively.
•Adjusted EBITDA(1) decreased 1.4% to $36.8 million, compared to $37.3 million.
•Average full-time active students increased 8.1%, with total new student starts of 12,109 compared to 11,492.
Financial Results for the Year Ended September 30, 2025 Compared to 2024
•Revenues increased 14.0% to $835.6 million, which exceeded our increased full-year expectations, compared to $732.7 million primarily due to growth in average full-time active students at both UTI and Concorde.
•Operating expenses increased 11.6% to $752.1 million, compared to $673.8 million, primarily due to the growth in both UTI and Concorde average full-time active students and costs associated with new campus launches and program expansions currently underway or completed over the last year.
•Operating income increased 41.7% to $83.5 million compared to $58.9 million.
•Net income was $63.0 million, which exceeded the high-end of our full-year guidance range of $56 - 60 million, compared to $42.0 million.
•Basic and diluted EPS were $1.16 and $1.13, respectively, compared to $0.77 and $0.75, respectively.
•Adjusted EBITDA(1) increased 22.9% to $126.5 million, which was within our updated full-year guidance range of $124 - 128 million, compared to $102.9 million.
•Net cash provided by operating activities increased 13.3% to $97.3 million compared to $85.9 million.
•Adjusted free cash flow(1) was $56.0 million.
•Full year average full-time active students increased 10.5%, with total new student starts of 29,793, an increase of 10.8% over the prior year, which was within our updated full-year guidance range of 29,500 - 30,000.
Balance Sheet and Liquidity
At September 30, 2025, our total available liquidity was $254.5 million, consisting of $127.4 million cash and cash equivalents, $41.8 million of short-term investments, and $85.4 million available from the revolving credit facility. Total debt at September 30, 2025 was $87.1 million, including $20.0 million drawn on the revolving credit facility. For fiscal 2025, the Company incurred $42.0 million of cash capital expenditures ("capex") driven primarily by investments in program expansions for both UTI and Concorde, along with spending associated with curriculum and equipment refresh and upgrades, facility and leasehold improvements, and IT investments.
Fiscal 2026 Financial Outlook
“Fiscal 2025 was another year of outstanding performance and disciplined execution for Universal Technical Institute,” said Bruce Schuman, CFO of Universal Technical Institute, Inc. “We delivered revenue of $835.6 million or 14% year-over-year growth, exceeding the upper end of our previously raised guidance ranges for net income, earnings per share, and revenue. We also achieved double-digit increases in both average full-time active students and new student starts. Adjusted EBITDA of $126.5 million landed within our expected range even as we absorbed over $6 million in deliberate growth investments tied to new campuses and programs. These results underscore the scalability of our model, the resilience of our demand environment, and the strong foundation we have established to support the next phase of our growth.
“Looking ahead to fiscal 2026, we expect revenue between $905 and $915 million, or approximately 9% year-over-year growth at the midpoint. Our baseline adjusted EBITDA, excluding planned growth investments, is expected to exceed $150 million, while reported adjusted EBITDA is projected between $114 and $119 million, reflecting approximately $40 million in growth investments for new campuses and program launches. We view these as disciplined, high-return investments that will temporarily moderate margins and then provide meaningful returns as they increase our scale and earnings power. By fiscal 2029, we expect to surpass $1.2 billion in annual revenue and approach $220 million in adjusted EBITDA as we build out a more diversified, efficient, and durable growth engine for the long term.”
| FY 2025 | FY 2026 | Year-Over-Year | ||
|---|---|---|---|---|
| ($ in millions excluding new student starts and EPS) | Actuals | Guidance | Growth(2) | |
| New student starts | 29,793 | 31,500 - 33,000 | 8 | % |
| Revenue | $835.6 | $905 - 915 | 9 | % |
| Net Income | $63.0 | $40 - 45 | (33) | % |
| Diluted EPS | $1.13 | $0.71 - 0.80 | (33) | % |
| Adjusted EBITDA(1)(3) | $126.5 | $114 - $119 | (8) | % |
| Adjusted free cash flow(1)(3)(4) | $56.0 | $20 - 25 | (60) | % |
(1) See the "Use of Non-GAAP Financial Information" below. For a detailed reconciliation of the non-GAAP measures, see the tables following the earnings release.
(2) Year-over-year growth percentages are calculated using the fiscal 2026 guidance midpoint.
(3) Beginning in FY2025, growth investments for program expansion and new campus initiatives will no longer be included as add-backs in Adjusted EBITDA and Adjusted free cash flow calculations, affecting the year-over-year comparability.
(4) Includes $42.0 million of cash capex for FY 2025 primarily related to program expansions and a consistent level of annual maintenance capex. For FY 2026, assumes approximately $100M of cash capex, including investments for new campus launches and program expansions, and maintenance capex.
For the Company's most recent investor presentation and quarterly financial supplement, please see its investor relations website at https://investor.uti.edu.
Conference Call
Management will hold a conference call to discuss the financial results for the fiscal 2025 fourth quarter and full year ended September 30, 2025, on Wednesday, November 19, 2025, at 4:30 pm EST.
To participate in the live call, investors are invited to dial (844) 881-0138 (domestic) or (412) 317-6790 (international). A live webcast of the call will be available via the Universal Technical Institute investor relations website at https://investor.uti.edu. Please go to the website at least 10 minutes early to register, download and install any necessary audio software. The conference call webcast will be archived for fourteen days at https://investor.uti.edu or the telephone replay can be accessed through December 3, 2025, by dialing (877) 344-7529 (domestic) or (412) 317-0088 (international) and entering passcode 2202010.
Use of Non-GAAP Financial Information
In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles ("GAAP"), the Company also discloses certain non-GAAP financial information in this press release and may similarly disclose non-GAAP financial information on the related conference call. These financial measures are not recognized measures under GAAP and are not intended to be and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company discloses these non-GAAP financial measures because it believes that they provide investors an additional analytical tool to clarify its results of operations and identify underlying trends. Additionally, the Company believes that these measures may also help investors compare its performance on a consistent basis across time periods. Additional details on our non-GAAP measures and the tables reconciling these measures to the most directly comparable GAAP measure are provided below.
Adjusted EBITDA
The Company defines adjusted EBITDA as net income (loss) before interest expense, interest income, income taxes, depreciation and amortization, adjusted for stock-based compensation expense and items not considered normal recurring operations.
Adjusted Free Cash Flow
The Company defines adjusted free cash flow as net cash provided by (used in) operating activities less capital expenditures, adjusted for items not considered normal recurring operations.
Management utilizes adjusted figures as performance measures internally for operating decisions, strategic planning, annual budgeting and forecasting. For the periods presented, our adjustments for items that management does not consider to be normal recurring operations include:
•Acquisition-related costs: We have excluded costs associated with both potential and announced acquisitions to allow for comparable financial results to historical operations and forward-looking guidance.
•Integration-related costs for completed acquisitions: We have excluded integration costs related to business structure realignment and new programs for recent acquisitions to allow for comparable financial results to historical operations and forward-looking guidance. In addition, the nature and amount of such charges vary significantly based on the size and timing of the programs. By excluding the referenced expenses from our non-GAAP financial measures, our management is able to further evaluate our ability to utilize existing assets and estimate their long-term value. Furthermore, our management believes that the adjustment of these items supplements the GAAP information with a measure that can be used to assess the sustainability of our operating performance.
•Restructuring charges: In December 2023, we announced plans to consolidate the two Houston, Texas campus locations to align the curriculum, student facing systems, and support services to better serve students seeking careers in in-demand fields. As part of the transition, the MIAT Houston campus, acquired in November 2021, began a phased teach-out in May 2024, and such campus began operating under the UTI brand. MIAT-Houston students who have not completed their programs before their program’s teach-out date may enroll at UTI-Houston to complete their program. Both facilities will remain in use post-consolidation.
•Facility lease accounting adjustments: During 2024, we recorded a lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. These adjustments are not considered part of normal recurring operations.
To obtain a complete understanding of our performance, these measures should be examined in connection with net income (loss) and net cash provided by (used in) operating activities, determined in accordance with GAAP, as presented in the financial statements and notes thereto included in the annual and quarterly filings with the Securities and Exchange Commission (“SEC”). Because the items excluded from these non-GAAP measures are significant components in understanding and assessing our financial performance under GAAP, these measures should not be considered to be an alternative to net income (loss) or net cash provided by (used in) operating activities as a measure of our operating performance or liquidity. Exclusion of items in the non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may define and calculate non-GAAP financial measures differently than we do, limiting their usefulness as a comparative measure across similarly titled performance measures presented by other companies. A reconciliation of the historical non-GAAP financial measures to the most directly comparable GAAP measures is provided below and investors are encouraged to review the reconciliations.
Forward Looking Statements
All statements contained in this press release and the related conference call, other than statements of historical fact, are "forward-looking" statements within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). These forward-looking statements which address our expected future business and financial performance, may contain words such as "goal," "target," "future," "estimate," "expect," "anticipate," "intend," "plan," "believe," "seek," "project," "may," "should," "will," the negative form of these expressions or similar expressions. Examples of forward-looking statements include, among others, statements regarding (1) the Company’s expectation that it will meet its fiscal year 2026 guidance for new student start growth, revenue growth, net income, diluted earnings per share, Adjusted EBITDA and Adjusted Free Cash Flow; (2) the Company’s expectation that it will continue to expand its value
proposition and build a business that can grow in double digits with potential upside, regardless of the economic environment; and (3) the Company’s expectation that it will succeed in new program launches next year. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company’s current beliefs, expectations and assumptions regarding the future of its business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results and financial condition may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could affect our actual results include, among other things, failure of our schools to comply with the extensive regulatory requirements for school operations; our failure to maintain eligibility for or our ability to process federal student financial assistance funds; the effect of current and future Title IV Program regulations arising out of negotiated rulemakings, including any potential reductions in funding or restrictions on the use of funds received through Title IV Programs; the effect of future legislative or regulatory initiatives related to veterans’ benefit programs; continued Congressional examination of the for-profit education sector; regulatory investigations of, or actions commenced against, us or other companies in our industry; changes in the state regulatory environment or budgetary constraints; our failure to execute on our growth and diversification strategy, including effectively identifying, establishing and operating additional schools, programs or campuses; our failure to realize the expected benefits of our acquisitions, or our failure to successfully integrate our acquisitions.; our failure to improve underutilized capacity at certain of our campuses; enrollment declines or challenges in our students’ ability to find employment as a result of macroeconomic conditions; our failure to maintain and expand existing industry relationships and develop new industry relationships; our ability to update and expand the content of existing programs and develop and integrate new programs in a timely and cost-effective manner while maintaining positive student outcomes; a loss of our senior management or other key employees; failure to comply with the restrictive covenants and our ability to pay the amounts when due under our credit agreement, and other risks that are described from time to time in our public filings. Further information on these and other potential factors that could affect the financial results or condition may be found in the company's filings with the SEC. Any forward-looking statements made by us in this press release and the related conference call are based only on information currently available to us and speak only as of the date on which it is made. We expressly disclaim any obligation to publicly update any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments, changes in expectations, any changes in events, conditions or circumstances, or otherwise.
Social Media Disclosure
Universal Technical Institute (UTI) uses its websites (https://www.uti.edu/ and https://investor.uti.edu/) and LinkedIn page (https://www.linkedin.com/school/universal-technical-institute/) as channels of distribution of information about its programs, its planned financial and other announcements, its attendance at upcoming investor and industry conferences, and other matters. Such information may be deemed material information, and UTI may use these channels to comply with its disclosure obligations under Regulation FD. Therefore, investors should monitor the company's website and its social media accounts in addition to following the company's press releases, SEC filings, public conference calls, and webcasts.
About Universal Technical Institute, Inc.
Universal Technical Institute, Inc. (NYSE: UTI) was founded in 1965 and is a leading workforce solutions provider serving students, partners and communities nationwide. The company offers high-quality education and support services for in-demand careers via its two divisions: UTI and Concorde Career Colleges. The UTI division operates 15 campuses located in nine states and offers a wide range of transportation, skilled trades, electrical and energy training programs. 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; LinkedIn at @UniversalTechnicalInstitute and @Concorde Career Colleges; or X at @news_UTI and @ConcordeCareer.
Company Contact:
Matt Kempton
VP Corporate Finance & Investor Relations
Universal Technical Institute, Inc.
(623)445-9392
mkempton@uti.edu
Media Contact:
Susan Aspey
Vice President, Corporate Affairs & External Communications
Universal Technical Institute, Inc.
(202) 549-0534
saspey@uti.edu
Investor Relations Contact:
Matt Glover or Ralf Esper
Gateway Group, Inc.
(949) 574-3860
UTI@gateway-grp.com
(Tables Follow)
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share amounts)
(Unaudited)
| Three Months Ended | Twelve Months Ended | |||||||
|---|---|---|---|---|---|---|---|---|
| September 30, | September 30, | |||||||
| 2025 | 2024 | 2025 | 2024 | |||||
| Revenues | $ | 222,442 | $ | 196,358 | $ | 835,616 | $ | 732,687 |
| Operating expenses: | ||||||||
| Educational services and facilities | 112,258 | 99,355 | 420,491 | 384,529 | ||||
| Selling, general and administrative | 85,198 | 70,981 | 331,656 | 289,267 | ||||
| Total operating expenses | 197,456 | 170,336 | 752,147 | 673,796 | ||||
| Income from operations | 24,986 | 26,022 | 83,469 | 58,891 | ||||
| Other income (expense): | ||||||||
| Interest income | 1,340 | 1,472 | 6,173 | 6,314 | ||||
| Interest expense | (909) | (2,267) | (5,633) | (9,471) | ||||
| Other income | 142 | 143 | 265 | 496 | ||||
| Total other income (expense), net | 573 | (652) | 805 | (2,661) | ||||
| Income before income taxes | 25,559 | 25,370 | 84,274 | 56,230 | ||||
| Income tax expense | (6,803) | (6,530) | (21,256) | (14,229) | ||||
| Net income | 18,756 | 18,840 | 63,018 | 42,001 | ||||
| Preferred stock dividends | — | — | — | (1,097) | ||||
| Income available for distribution | 18,756 | 18,840 | 63,018 | 40,904 | ||||
| Income allocated to participating securities | — | — | — | (2,855) | ||||
| Net income available to common shareholders | $ | 18,756 | $ | 18,840 | $ | 63,018 | $ | 38,049 |
| Earnings per share: | ||||||||
| Net income per share - basic | $ | 0.34 | $ | 0.35 | $ | 1.16 | $ | 0.77 |
| Net income per share - diluted | $ | 0.34 | $ | 0.34 | $ | 1.13 | $ | 0.75 |
| Weighted average number of shares outstanding: | ||||||||
| Basic | 54,425 | 53,813 | 54,301 | 49,429 | ||||
| Diluted | 55,728 | 55,404 | 55,615 | 50,851 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except par value and per share amounts)
(Unaudited)
| September 30, 2025 | September 30, 2024 | |||
|---|---|---|---|---|
| Assets | ||||
| Cash and cash equivalents | $ | 127,361 | $ | 161,900 |
| Restricted cash | 6,769 | 5,572 | ||
| Held-to-maturity investments | 41,784 | — | ||
| Receivables, net | 46,078 | 31,096 | ||
| Notes receivable, current portion | 6,597 | 6,200 | ||
| Prepaid expenses | 12,526 | 11,945 | ||
| Other current assets | 5,517 | 5,238 | ||
| Total current assets | 246,632 | 221,951 | ||
| Property and equipment, net | 285,852 | 264,797 | ||
| Goodwill | 28,459 | 28,459 | ||
| Intangible assets, net | 17,352 | 18,229 | ||
| Notes receivable, less current portion | 41,109 | 36,267 | ||
| Right-of-use assets for operating leases | 178,861 | 158,778 | ||
| Deferred tax assets | 4,283 | 3,563 | ||
| Other assets | 23,591 | 12,531 | ||
| Total assets | $ | 826,139 | $ | 744,575 |
| Liabilities and Shareholders’ Equity | ||||
| Accounts payable and accrued expenses | $ | 104,644 | $ | 83,866 |
| Deferred revenue | 91,525 | 92,538 | ||
| Operating lease liability, current portion | 16,967 | 22,210 | ||
| Long-term debt, current portion | 2,865 | 2,697 | ||
| Other current liabilities | 13,670 | 3,652 | ||
| Total current liabilities | 229,671 | 204,963 | ||
| Deferred tax liabilities | 4,144 | 4,696 | ||
| Operating lease liability | 174,838 | 146,831 | ||
| Long-term debt | 84,234 | 123,007 | ||
| Other liabilities | 5,142 | 4,847 | ||
| Total liabilities | 498,029 | 484,344 | ||
| Commitments and contingencies | ||||
| Shareholders’ equity: | ||||
| Common stock, $0.0001 par value, 100,000 shares authorized, 54,512 and 53,899 shares issued, and 54,430 and 53,817 shares outstanding as of September 30, 2025 and 2024, respectively | 5 | 5 | ||
| Paid-in capital - common | 226,031 | 220,976 | ||
| Treasury stock, at cost, 82 shares as of September 30, 2025 and 2024 | (365) | (365) | ||
| Retained earnings | 101,527 | 38,509 | ||
| Accumulated other comprehensive income | 912 | 1,106 | ||
| Total shareholders’ equity | 328,110 | 260,231 | ||
| Total liabilities and shareholders’ equity | $ | 826,139 | $ | 744,575 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)
| Year Ended September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Cash flows from operating activities: | ||||
| Net income | $ | 63,018 | $ | 42,001 |
| Adjustments to reconcile net income to net cash provided by operating activities: | ||||
| Depreciation and amortization | 32,958 | 29,324 | ||
| Amortization of right-of-use assets for operating leases | 23,827 | 21,861 | ||
| Provision for credit losses | 22,144 | 7,547 | ||
| Stock-based compensation | 9,151 | 8,560 | ||
| Deferred income taxes | (1,337) | 4,439 | ||
| Unrealized loss on interest rate swaps, net of taxes | (194) | (1,357) | ||
| Other, net | 1,915 | 1,802 | ||
| Changes in assets and liabilities: | ||||
| Accounts and notes receivables | (43,951) | (17,927) | ||
| Prepaid expenses and other current assets | (1,724) | (3,651) | ||
| Accounts payable, accrued expenses and other current liabilities | 11,164 | 13,195 | ||
| Deferred revenue | (1,012) | 6,800 | ||
| Income tax payable/receivable | 11,357 | (2,066) | ||
| Operating lease liability | (22,141) | (22,449) | ||
| All other assets and liabilities | (7,845) | (2,184) | ||
| Net cash provided by operating activities | 97,330 | 85,895 | ||
| Cash flows from investing activities: | ||||
| Purchase of property and equipment | (41,978) | (24,298) | ||
| Purchase of held-to-maturity investments | (68,371) | — | ||
| Proceeds received upon maturity of investments | 22,301 | — | ||
| Other investing activities | 169 | 296 | ||
| Net cash used in investing activities | (87,879) | (24,002) | ||
| Cash flows from financing activities: | ||||
| Proceeds from revolving credit facility | 26,000 | 41,000 | ||
| Payments on revolving credit facility | (62,000) | (75,000) | ||
| Payment of term loans and finance leases | (2,697) | (2,518) | ||
| Preferred share repurchase | — | (11,503) | ||
| Payment of preferred stock cash dividend | — | (1,097) | ||
| Payment of payroll taxes on stock-based compensation through shares withheld | (4,755) | (2,227) | ||
| Proceeds from stock option exercises | 659 | — | ||
| Net cash used in financing activities | (42,793) | (51,345) | ||
| Change in cash, cash equivalents and restricted cash | $ | (33,342) | $ | 10,548 |
| Cash and cash equivalents, beginning of period | $ | 161,900 | $ | 151,547 |
| Restricted cash, beginning of period | 5,572 | 5,377 | ||
| Cash, cash equivalents and restricted cash, beginning of period | $ | 167,472 | $ | 156,924 |
| Cash and cash equivalents, end of period | $ | 127,361 | $ | 161,900 |
| Restricted cash, end of period | 6,769 | 5,572 | ||
| Cash, cash equivalents and restricted cash, end of period | $ | 134,130 | $ | 167,472 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
SELECTED SUPPLEMENTAL NON-FINANCIAL AND FINANCIAL INFORMATION BY SEGMENT
(In thousands, except for Student Metrics)
(Unaudited)
Student Metrics
| Three Months Ended September 30, 2025 | Three Months Ended September 30, 2024 | |||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Total | UTI | Concorde | Total | |||||||||||||||||||||
| Total new student starts | 7,166 | 4,943 | 12,109 | 7,068 | 4,424 | 11,492 | ||||||||||||||||||||
| Year-over-year growth (decline) | 1.4 | % | 11.7 | % | 5.4 | % | 8.7 | % | 13.7 | % | 10.6 | % | ||||||||||||||
| Average full-time active students | 15,207 | 9,842 | 25,049 | 14,067 | 9,113 | 23,180 | ||||||||||||||||||||
| Year-over-year growth (decline) | 8.1 | % | 8.0 | % | 8.1 | % | 9.2 | % | 13.8 | % | 11.0 | % | ||||||||||||||
| End of period full-time active students | 16,841 | 10,838 | 27,679 | 15,873 | 9,747 | 25,620 | ||||||||||||||||||||
| Year-over-year growth (decline) | 6.1 | % | 11.2 | % | 8.0 | % | 7.0 | % | 16.5 | % | 10.4 | % | Year Ended September 30, 2025 | Year Ended September 30, 2024 | ||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||
| UTI | Concorde | Total | UTI | Concorde | Total | |||||||||||||||||||||
| Total new student starts | 16,339 | 13,454 | 29,793 | 15,138 | 11,747 | 26,885 | ||||||||||||||||||||
| Year-over-year growth (decline) | 7.9 | % | 14.5 | % | 10.8 | % | 6.7 | % | 39.3 | % | 18.9 | % | ||||||||||||||
| Average full-time active students | 14,913 | 9,705 | 24,618 | 13,810 | 8,475 | 22,285 | ||||||||||||||||||||
| Year-over-year growth (decline) | 8.0 | % | 14.5 | % | 10.5 | % | 9.5 | % | 10.7 | % | 10.0 | % | ||||||||||||||
| End of period full-time active students | 16,841 | 10,838 | 27,679 | 15,873 | 9,747 | 25,620 | ||||||||||||||||||||
| Year-over-year growth (decline) | 6.1 | % | 11.2 | % | 8.0 | % | 7.0 | % | 16.5 | % | 10.4 | % |
Financial Summary by Segment and Consolidated
| Three Months Ended September 30, 2025 | Three Months Ended September 30, 2024 | |||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | UTI | Concorde | Corporate | Consolidated | |||||||||||||||||||||||||||
| Revenue | $ | 144,648 | $ | 77,794 | $ | — | $ | 222,442 | $ | 130,545 | $ | 65,813 | $ | — | $ | 196,358 | ||||||||||||||||||
| Total operating expenses | 117,043 | 67,671 | 12,742 | 197,456 | 100,101 | 59,099 | 11,136 | 170,336 | ||||||||||||||||||||||||||
| Net income (loss) | 26,807 | 10,109 | (18,160) | 18,756 | 28,760 | 6,777 | (16,697) | 18,840 | Twelve Months Ended September 30, 2025 | Twelve Months Ended September 30, 2024 | ||||||||||||||||||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | ||||||||||||||||||
| UTI | Concorde | Corporate | Consolidated | UTI | Concorde | Corporate | Consolidated | |||||||||||||||||||||||||||
| Revenue | $ | 541,816 | $ | 293,800 | $ | — | $ | 835,616 | $ | 486,376 | $ | 246,311 | $ | — | $ | 732,687 | ||||||||||||||||||
| Total operating expenses | 447,446 | 257,671 | 47,030 | 752,147 | 408,620 | 225,507 | 39,669 | 673,796 | ||||||||||||||||||||||||||
| Net income (loss) | 89,901 | 36,001 | (62,884) | 63,018 | 71,646 | 21,048 | (50,693) | 42,001 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
SELECTED SUPPLEMENTAL NON-FINANCIAL AND FINANCIAL INFORMATION BY SEGMENT
(In thousands, except for Student Metrics)
(Unaudited)
Major Operating Expense Categories by Segment and Consolidated
| Three Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | |||||
| Operating Expenses | ||||||||
| Compensation and Benefits | $ | 52,097 | $ | 33,875 | $ | 18,099 | $ | 104,071 |
| Advertising | 12,647 | 7,784 | 54 | 20,485 | ||||
| Occupancy | 11,621 | 6,563 | 273 | 18,457 | ||||
| Student Related | 11,734 | 7,074 | — | 18,808 | ||||
| General Operations | 6,788 | 4,935 | 3,541 | 15,264 | ||||
| Professional and Contract Services | 2,557 | 1,335 | 4,412 | 8,304 | ||||
| Depreciation and amortization | 6,138 | 2,055 | 313 | 8,506 | ||||
| Other Expenses | 1,657 | 899 | 1,005 | 3,561 | ||||
| Corporate Support | 11,804 | 3,151 | (14,955) | — | ||||
| Total Operating Expenses | $ | 117,043 | $ | 67,671 | $ | 12,742 | $ | 197,456 |
| Three Months Ended September 30, 2024 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| UTI | Concorde | Corporate | Consolidated | |||||
| Operating Expenses | ||||||||
| Compensation and Benefits | $ | 48,081 | $ | 30,795 | $ | 13,284 | $ | 92,160 |
| Advertising | 11,459 | 6,546 | 56 | 18,061 | ||||
| Occupancy | 9,052 | 5,258 | 169 | 14,479 | ||||
| Student Related | 10,566 | 6,529 | — | 17,095 | ||||
| General Operations | 3,887 | 2,537 | 2,922 | 9,346 | ||||
| Professional and Contract Services | 2,222 | 2,548 | 3,884 | 8,654 | ||||
| Depreciation and amortization | 5,973 | 1,420 | 369 | 7,762 | ||||
| Other Expenses | 1,139 | 1,072 | 568 | 2,779 | ||||
| Corporate Support | 7,722 | 2,394 | (10,116) | — | ||||
| Total Operating Expenses | $ | 100,101 | $ | 59,099 | $ | 11,136 | $ | 170,336 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
SELECTED SUPPLEMENTAL NON-FINANCIAL AND FINANCIAL INFORMATION BY SEGMENT
(In thousands, except for Student Metrics)
(Unaudited)
Major Operating Expense Categories by Segment and Consolidated
| Twelve Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | |||||
| Operating Expenses | ||||||||
| Compensation and Benefits | $ | 205,859 | $ | 132,270 | $ | 66,768 | $ | 404,897 |
| Advertising | 56,754 | 30,575 | 217 | 87,546 | ||||
| Occupancy | 39,868 | 24,769 | 946 | 65,583 | ||||
| Student Related | 38,245 | 24,084 | — | 62,329 | ||||
| General Operations | 21,695 | 17,919 | 12,249 | 51,863 | ||||
| Professional and Contract Services | 9,925 | 5,207 | 17,826 | 32,958 | ||||
| Depreciation and amortization | 24,085 | 7,554 | 1,319 | 32,958 | ||||
| Other Expenses | 6,530 | 3,704 | 3,779 | 14,013 | ||||
| Corporate Support | 44,485 | 11,589 | (56,074) | — | ||||
| Total Operating Expenses | $ | 447,446 | $ | 257,671 | $ | 47,030 | $ | 752,147 |
| Twelve Months Ended September 30, 2024 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| UTI | Concorde | Corporate | Consolidated | |||||
| Operating Expenses | ||||||||
| Compensation and Benefits | $ | 190,640 | $ | 116,591 | $ | 56,373 | $ | 363,604 |
| Advertising | 51,302 | 25,744 | 215 | 77,261 | ||||
| Occupancy | 36,202 | 23,454 | 714 | 60,370 | ||||
| Student Related | 42,402 | 22,177 | — | 64,579 | ||||
| General Operations | 15,349 | 8,516 | 10,677 | 34,542 | ||||
| Professional and Contract Services | 9,416 | 8,540 | 14,216 | 32,172 | ||||
| Depreciation and amortization | 22,855 | 5,159 | 1,310 | 29,324 | ||||
| Other Expenses | 6,048 | 4,033 | 1,863 | 11,944 | ||||
| Corporate Support | 34,406 | 11,293 | (45,699) | — | ||||
| Total Operating Expenses | $ | 408,620 | $ | 225,507 | $ | 39,669 | $ | 673,796 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP FINANCIAL INFORMATION TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
(Unaudited)
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
| Three Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | |||||
| Net income (loss) | $ | 26,807 | $ | 10,109 | $ | (18,160) | $ | 18,756 |
| Interest expense (income), net | 797 | 13 | (1,241) | (431) | ||||
| Income tax expense | — | — | 6,803 | 6,803 | ||||
| Depreciation and amortization | 6,159 | 2,055 | 292 | 8,506 | ||||
| EBITDA | 33,763 | 12,177 | (12,306) | 33,634 | ||||
| Integration-related costs for completed acquisitions | — | — | 396 | 396 | ||||
| Stock-based compensation expense | 475 | 233 | 2,041 | 2,749 | ||||
| Adjusted EBITDA, non-GAAP | $ | 34,238 | $ | 12,410 | $ | (9,869) | $ | 36,779 |
| Three Months Ended September 30, 2024 | ||||||||
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| UTI | Concorde | Corporate | Consolidated | |||||
| Net income (loss) | $ | 28,760 | $ | 6,777 | $ | (16,697) | $ | 18,840 |
| Interest expense (income), net | 1,689 | (63) | (831) | 795 | ||||
| Income tax expense | — | — | 6,530 | 6,530 | ||||
| Depreciation and amortization | 5,996 | 1,419 | 347 | 7,762 | ||||
| EBITDA | 36,445 | 8,133 | (10,651) | 33,927 | ||||
| Integration-related costs for completed acquisitions | 187 | 730 | 209 | 1,126 | ||||
| Stock-based compensation expense | 778 | 81 | 2,003 | 2,862 | ||||
| Restructuring costs | 44 | — | — | 44 | ||||
| Facility lease accounting adjustments | — | (650) | — | (650) | ||||
| Adjusted EBITDA, non-GAAP | $ | 37,454 | $ | 8,294 | $ | (8,439) | $ | 37,309 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP FINANCIAL INFORMATION TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
(Unaudited)
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
| Twelve Months Ended September 30, 2025 | ||||||||
|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | |||||
| Net income (loss) | $ | 89,901 | $ | 36,001 | $ | (62,884) | $ | 63,018 |
| Interest expense (income), net | 4,479 | 127 | (5,146) | (540) | ||||
| Income tax expense | — | — | 21,256 | 21,256 | ||||
| Depreciation and amortization | 24,169 | 7,554 | 1,235 | 32,958 | ||||
| EBITDA | 118,549 | 43,682 | (45,539) | 116,692 | ||||
| Acquisition related costs | — | — | 873 | 873 | ||||
| Integration-related costs for completed acquisitions (1) | — | — | (304) | (304) | ||||
| Stock-based compensation expense | 1,954 | 709 | 6,488 | 9,151 | ||||
| Restructuring Costs | 43 | — | — | 43 | ||||
| Adjusted EBITDA, non-GAAP | $ | 120,546 | $ | 44,391 | $ | (38,482) | $ | 126,455 |
(1) During the twelve months ended September 30, 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year.
| Twelve Months Ended September 30, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| UTI | Concorde | Corporate | Consolidated | |||||
| Net income (loss) | $ | 71,646 | $ | 21,048 | $ | (50,693) | $ | 42,001 |
| Interest expense (income), net | 6,135 | (244) | (2,734) | 3,157 | ||||
| Income tax benefit | — | — | 14,229 | 14,229 | ||||
| Depreciation and amortization | 22,917 | 5,158 | 1,249 | 29,324 | ||||
| EBITDA | 100,698 | 25,962 | (37,949) | 88,711 | ||||
| Integration-related costs for completed acquisitions | 1,150 | 2,802 | 2,097 | 6,049 | ||||
| Stock-based compensation expense | 2,080 | 213 | 6,267 | 8,560 | ||||
| Restructuring costs | 185 | — | — | 185 | ||||
| Facility lease accounting adjustments | — | (650) | — | (650) | ||||
| Adjusted EBITDA, non-GAAP | $ | 104,113 | $ | 28,327 | $ | (29,585) | $ | 102,855 |
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP FINANCIAL INFORMATION TO NON-GAAP FINANCIAL INFORMATION
(In thousands)
(Unaudited)
Reconciliation of Net Cash Provided by Operating Activities to Adjusted Free Cash Flow
| Twelve Months Ended September 30, | ||||
|---|---|---|---|---|
| 2025 | 2024 | |||
| Net cash provided by operating activities, as reported | $ | 97,330 | $ | 85,895 |
| Purchase of property and equipment | (41,978) | (24,298) | ||
| Free cash flow, non-GAAP | 55,352 | 61,597 | ||
| Adjustments: | ||||
| Cash outflow for acquisition-related costs | 873 | — | ||
| Cash outflow for integration-related costs for completed acquisitions(1) | (304) | 6,196 | ||
| Cash outflow for integration-related property and equipment | — | 4,330 | ||
| Cash outflow for restructuring costs and property and equipment | 59 | 632 | ||
| Facility lease accounting adjustments | — | 700 | ||
| Adjusted free cash flow, non-GAAP | $ | 55,980 | $ | 73,455 |
(1) During the twelve months ended September 30, 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year.
UNIVERSAL TECHNICAL INSTITUTE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP FINANCIAL INFORMATION TO NON-GAAP FINANCIAL
INFORMATION FOR FISCAL 2026 GUIDANCE
(In thousands)
(Unaudited)
For each of the non-GAAP reconciliations provided for fiscal 2026 guidance, we are reconciling to the midpoint of the guidance range. The adjustments reflected below for fiscal 2026 are illustrative only and may change throughout the year, both in amount or the adjustments themselves.
Reconciliation of Net Income to EBITDA and Adjusted EBITDA for Fiscal 2026 Guidance
| Twelve Months Ended | |
|---|---|
| September 30, | |
| 2026 | |
| Net income | ~$42,500 |
| Interest (income) expense, net | ~1,000 |
| Income tax expense | ~15,000 |
| Depreciation and amortization | ~39,000 |
| EBITDA | ~97,500 |
| Stock-based compensation expense | ~12,500 |
| Acquisition related costs(1) | ~3,000 |
| Integration-related costs for completed acquisitions | ~3,500 |
| Adjusted EBITDA, non-GAAP | ~$116,500 |
| FY 2026 Guidance Range | $114,000-$119,000 |
Reconciliation of Net Cash Provided by Operating Activities to Adjusted Free Cash Flow for Fiscal 2026 Guidance
| Twelve Months Ended | |
|---|---|
| September 30, | |
| 2026 | |
| Net cash provided by operating activities | ~$116,000 |
| Purchase of property and equipment | ~(100,000) |
| Free cash flow, non-GAAP | ~16,000 |
| Adjustments: | |
| Cash outflow for acquisition related costs(1) | ~3,500 |
| Cash outflow for integration-related costs for completed acquisitions | ~3,000 |
| Adjusted free cash flow, non-GAAP | ~$22,500 |
| FY 2026 Guidance Range | $20,000-$25,000 |
(1) FY26 projected spend on acquisition related costs is an estimate and is fully contingent on whether the Company pursues an acquisition this year.
16
utiq425investorpresentat
1 Universal Technical Institute, Inc. Q4 FY2025 Investor Presentation
2 Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Forward-looking statements may contain words such as "goal," "target," "future," "estimate," "expect," "anticipate," "intend," "plan," "believe," "seek," "project," "may," "should," "will," the negative form of these expressions or similar expressions. These statements are based on our management’s current beliefs, expectations and assumptions about future events, conditions and results and on information currently available to us. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, achievements or events and circumstances reflected in the forward-looking statements will occur. Discussions containing these forward-looking statements may be found, among other places, in the sections entitled “Business,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” incorporated by reference from our most recent Annual Report on Form 10-K, in our subsequent Quarterly Reports on Form 10-Q and certain of our Current Reports on Form 8-K, as well as any amendments thereto, filed with the Securities and Exchange Commission (the “SEC”). In addition, statements that refer to projections of earnings, revenue, costs or other financial items in future periods; anticipated growth and trends in our business or key markets; cost synergies, growth opportunities and other potential financial and operating benefits; future growth and revenues; future economic conditions and performance; anticipated performance of curriculum; plans, objectives and strategies for future operations; and other characterizations of future events or circumstances, and all other statements that are not statements of historical fact are forward-looking statements. Such statements are based on currently available operating, financial and competitive information and are subject to various risks, uncertainties and assumptions that could cause actual results to differ materially from those anticipated or implied in our forward-looking statements due to a number of factors, including, but not limited to, those set forth under the section entitled “Risk Factors” in our filings with the SEC. Important factors that could affect our actual results include, among other things, failure of our schools to comply with the extensive regulatory requirements for school operations; our failure to maintain eligibility for or our ability to process federal student financial assistance funds; the effect of current and future Title IV Program regulations arising out of negotiated rulemakings, including any potential reductions in funding or restrictions on the use of funds received through Title IV Programs; the effect of future legislative or regulatory initiatives related to veterans’ benefit programs; continued Congressional examination of the for-profit education sector; investigations of, or actions commenced against, us or other companies in our industry; changes in the state regulatory environment or budgetary constraints; our growth and diversification strategy, including effectively identifying, establishing and operating additional schools, programs or campuses; our failure to realize the expected benefits of our acquisitions, or our failure to successfully integrate our acquisitions.; our failure to improve underutilized capacity at certain of our campuses; enrollment declines or challenges in our students’ ability to find employment as a result of macroeconomic conditions; our failure to maintain and expand existing industry relationships and develop new industry relationships; our ability to update and expand the content of existing programs and develop and integrate new programs in a timely and cost-effective manner while maintaining positive student outcomes; a loss of our senior management or other key employees; failure to comply with the restrictive covenants and our ability to pay the amounts when due under our credit agreement; and other risks that are described from time to time in our public filings. Given these risks, uncertainties and other factors, many of which are beyond our control, you should not place undue reliance on these forward-looking statements. Neither we nor any other person makes any representation as to the accuracy or completeness of these forward-looking statements and, except as required by law, we assume no obligation to update these forward-looking statements publicly, or to revise any forward-looking statements, even if new information becomes available in the future. This presentation also contains estimates and other statistical data made by independent parties, and by us, relating to market size and growth and other data about our industry and our business. This data involves several assumptions and limitations, and you are cautioned not to give undue weight to such estimates. In addition, projections, assumptions and estimates of our future performance and the future performance of the markets in which we operate are necessarily subject to a high degree of uncertainty and risk.
3 Leading Workforce Solutions Education Provider 25k Avg Active Students 4 / 5 Grads Employed Within 1 Year2 35+ Program Offerings HealthcareTransportation, Energy, and Skilled Trades $905-915M FY2026 Revenue Guidance $114-119M FY2026 Adj. EBITDA Guidance Addressing Skills Gaps Through 2 In-Demand Industry Segments 32 Campuses Nationwide Strong Financial Outlook* 1 New campus openings are subject to appropriate regulatory approvals. 2 On average, across all programs all campuses nationwide. Employment rates may vary significantly by program and by campus. See slides 19 and 21 of this presentation as well as UTI.edu/disclosures and the individual campus pages on Concorde.edu for additional information. * See slide 17 for additional details. $40-45M FY2026 Net Income Guidance North Star Strategy Phase II “By fiscal 2029, we expect to surpass $1.2 billion in annual revenue & approach $220 million in adjusted EBITDA as we build out a more diversified, efficient, and durable growth engine for the long term.” [per Company Earnings Release 11/19/2025] Note: For detailed reconciliations of Non-GAAP measures see the Appendix. +6 announced1
4 Compelling Investment Thesis 1 See Company press release 8/5/2024 “Universal Technical Institute, Inc. Announces Next Phase of ‘North Star Strategy’ to Accelerate Growth, Diversification and Optimization.” 2 Per recent years’ accreditor reporting results. See slides 19 and 21 in this presentation as well as uti.edu/disclosures and the individual campus pages on concorde.edu for additional information. Leading educational platforms serving critical, in-demand markets with favorable long-term trends Strong student outcomes2 and positive regulatory metrics driven by enterprise-wide emphasis on our students Consistently meeting or exceeding expectations with proactive management and strong business visibility Successful and ongoing transformation efforts supporting optimized operating model and margin expansion Healthy balance sheet and disciplined capital allocation plan driving continued growth and shareholder value creation Universal Technical Institute, Inc. Proven strategy driving further growth1 built on the repeatable building blocks that have served as the foundation to the Company’s successful evolution
5 Diversified Platform of In-Demand Programs Practical/Vocational/Registered Nursing Dental Hygienist/Assistant Healthcare Administration Medical Assistant Physical and Occupational Therapy AssistantsRobotics and Automation Welding Auto/Diesel/Motorcycle/Marine Technician Aviation Maintenance, Airframe and Powerplant Energy Technology and Wind Power • $542M Revenue in FY2025 • 15k Average Students in FY2025 • 15+ programs across Transportation, Energy, & Skilled Trades • 15 Campuses in 9 States, plus 3 additional Campuses announced1 • In-person and Hybrid/Blended formats • $294M Revenue in FY2025 • 10k Average Students in FY2025 • 20+ programs in Dental, Allied Health, Nursing, Patient Care and Diagnostics • 17 Campuses in 8 States, plus 3 additional Campuses announced1 • In-person, Hybrid/Blended, and fully Online formats Ex am pl e Pr og ra m s Ex am pl e Pr og ra m s 1 New campus openings are subject to appropriate regulatory approvals. Note: See Appendix for more details by Division
6 0% 5% 10% 15% 20% 25% 30% JO B G R O W TH 2 02 4- 20 34 ANNUAL JOB OPENINGS 2024-2034 Offerings Across Transportation, Skilled Trades, and Healthcare Address Labor Market Needs 50% Practical/Vocational/Registered Nursing Dental Hygienists & Assistants Physical and Occupational Therapy Assistants Healthcare Administration Medical Assistants Ex am pl e C on co rd e H ea lth ca re P ro gr am s Ex am pl e U TI T ra ns po rta tio n, En er gy , & Sk ille d Tr ad e Pr og ra m s Wind Turbine Service Technicians Aircraft Mechanics & Technicians Welding HVACR Mechanics & Installers Auto Body Repairers Auto/Diesel Technicians Note: Projections as per the Occupational Outlook Handbook published annually by the U.S. Bureau of Labor Statistics www.bls.gov, August 2025. Job openings include those due to net employment changes and net replacements.
7 High-Quality, State-of-the-Industry Technical and Healthcare Training Facilities Supporting Successful Student Outcomes
8 Acquisitions and Program Expansions MIAT (closed FY2022), Concorde (closed FY2023) Marketing and Admissions Optimization Revised model to encompass expanded offering set, improvements in lead conversion Program and Curricula Additions Programs launched at existing campuses, New MSATs, On-Base Military Programs, EV Curriculum Real Estate Rationalization Run-rate EBITDA improvements realized; continued emphasis on capacity utilization Blended Learning Improving student experience and space and instructor efficiencies New Campuses One (1) in 2018, Two (2) in 2022, Three (3) announced for 2026, with more in 2027 and beyond Net Income $40-$45 Adj EBITDA $114-$119 Increasing Momentum in a Multi-Year Transformation Journey Note: For detailed reconciliations of Non-GAAP measures see the Appendix. Net Income ($33) Adj EBITDA ($6) FY2026E based on midpoints of Company guidance
9 0 2 4 6 8 10 $5 $10 $15 $20 $25 $30 $35 $40 Weekly Trading Volume Share Price Delivering on Expectations and Creating Shareholder Value Share Price: ~$7.00 Market Cap: $0.2B Share Price: ~$29.00 Market Cap: $1.6B Note: Analyst Consensus, Share Price, and Market Capitalization figures updated as of Market close 11/18/2025 Revenue ($M) FY'23 FY'24 FY’25 FY’26E Early Estimate - $700+ ~$800 - Initial Guidance $595-$610 $705-$715 $800-$815 $905-$915 Revised Guidance $602-$605 $720-$730 $830-$835 - Analyst Consensus $603 $728 $829 $901 Actual $607 $733 $836 Adj. EBITDA* ($M) FY'23 FY'24 FY’25 FY’26E Early Estimate - ~$100 ~$120 - Initial Guidance $58-$62 $98-$102 $120-$124 $114-$119 Revised Guidance $62-$64 $102-$104 $124-$128 - Analyst Consensus $63 $103 $126 $117 Actual $64 $103 $126 *For detailed reconciliations of Non-GAAP measures see the Appendix.
Executing Multifaceted Approach in Ongoing Expansion1 Efforts Optimize Add New Optimized Tailored Co-branded Program Expansions New Campuses Continue to add programs from our current portfolio to more existing campus locations Increase the capacity of current programs in current locations Launch new, in-demand program areas we do not currently offer Improved model for new campuses with more offerings for students and stronger financial profile for the company Geography-specific sites with a customized set of programs, for example skilled-trades-only2 locations for the UTI division in new markets, requiring less space and start-up costs 1. All initiatives contingent on requisite regulatory approvals. 2. Skilled-trades-only UTI campuses may include programs such as HVACR, Welding, Energy & Robotics but exclude Auto & Diesel, resulting in significant reductions to square footage and CapEx requirements. 3. See, for example, Company press release 8/1/2024 announcing a first-of-its-kind partnership to develop a co-branded campus with Heartland Dental. 10 Leverage deep industry relationships to partner in launching locations that will address the significant demand for our students in the workforce3
11 Robust Incremental Program and New Campus Opportunities UTI Campuses Concorde Campuses UTI & Concorde Campuses Note: See slides 19 and 21 in appendix for full listing of program offerings by campus; New campus and program openings are subject to regulatory approvals. UTI Location Concorde Location Announced Location Atlanta, GA (UTI) FY2026 Atlanta, GA (Concorde) FY2027 Fort Myers, FL (Concorde) FY2026 Houston, TX (Concorde) FY2027 Salt Lake City, UT (UTI) FY2027 San Antonio, TX (UTI) FY2026
12 Regulatory & Accreditation Review Program Fit & Institutional Strengths Disciplined approach ensures we scale strategically, not just rapidly, & that each growth initiative delivers long-term value. Our exclusive data-driven model integrates demographic, regulatory, and financial inputs to prioritize campus and program expansions that align with market demand and our mission to serve career-ready students. Proprietary Framework for Sustainable Growth Competition & Saturation Mapping Population & Geo- Market Analysis Partnership Potential Capital Allocation Considerations & Return Thresholds A robust set of criteria is evaluated in selecting future locations and programs. Site Selection & Feasibility Student Acquisition Cost & Yield Modeling Return on Education Forecast
Phase II of North Star Strategy Driving Continued Growth $ millions 13 1 See page 23 of this presentation for illustrative new campus and program proformas Note: Implementation of all new campuses and programs is subject to review and approval by applicable regulatory authorities PHOENIX, August 5, 2024 -- Universal Technical Institute, Inc. Announces Next Phase of "North Star Strategy" to Accelerate Growth, Diversification and Optimization Organic Growth Continue to optimize and find efficiencies in our current offerings to drive ongoing same store improvements New Campuses Leverage new, optimized models and refined program mix formats to expand geographic footprint New Programs & Expansions Continue additions of current programs to existing campuses & increasing capacity of current programs offered
Disciplined Capital Allocation Strategy Creating Long-Term Value * While the Company continually invests in growth & transformation initiatives across the organization, “growth investments” in this context are expenses specifically associated with opening new campuses and programs. Adjusted Free Cash Flow ($M) Adjusted EBITDA ($M) 14 (based on midpoint of Company guidance) Note: “Baseline Adj EBITDA” refers to Reported Adj EBITDA excluding growth investments. (based on midpoint of Company guidance)
Repeatable Building Blocks Delivering Additional Scale $ millions 15 Organic Growth Continue to optimize and find efficiencies in our current offerings to drive ongoing same store improvements New Campuses Leverage new, optimized models and refined program mix formats to expand geographic footprint New Programs & Expansions Continue additions of current programs to existing campuses & increasing capacity of current programs offered Acquisitions Strategic and disciplined approach for evaluating new opportunities; would be accretive to long-term outlook presented FY2026E based on midpoints of Company guidance Adj. EBITDA
16 Business Outlook Fiscal 2026 Guidance
17 Fiscal 2026 Guidance $ millions except EPS 1 Beginning in FY2025, growth investments for program expansion and new campus initiatives are no longer included as add-backs in Adj EBITDA and Adj FCF calculations, affecting year-over-year comparability. Note: For detailed reconciliations of Non-GAAP measures see the Appendix. Further, FY2026 guidance reflects significant growth investments in both capital and operating expenditures, impacting year-over-year comparability and affecting both profitability and cash flows for the year
18 Appendix
19 Business Overview • 15+ programs for in-demand fields across transportation and skilled trades • Program Mix (FY2025 Revenue): – Auto/Diesel 63%, Other Transportation 12%, Welding 10%, Other Skilled Trades 8%, and Industry Training 6% • Program additions and new campus launches remain part of the division’s growth roadmap Mission Statement To serve our students, partners, and communities by providing quality education and support services for in-demand careers. Universal Technical Institute Division Overview A leading provider of transportation, energy and skilled trades technical training, driven to change the world one life at a time by helping people achieve their dreams. 1 Fiscal 2025 2 Current active campuses – Additional campuses announced in Atlanta, GA, San Antonio, TX, and Salt Lake City, UT; New Campus openings subject to appropriate regulatory approvals 3 Based on most recent reporting periods. Ratios represent averages across UTI’s 4 OPEIDs, though individual program results may vary significantly from the mean. Note that effective this fiscal year, the 90/10 ratio includes all federal funding, including VA. This change is the primary driver for the yoy increase; Further, due to the COVID-19 pandemic, ED paused all loan payments from March 13, 2020 through September 30, 2023, significantly decreasing default rates. 4 Aggregated rates based on reporting in the ACCSC 2025 annual reports. Each of the ACCSC program outcomes is evaluated individually. The ACCSC reports exclude graduates from the employment rate calculation who were not available for employment because of continuing education, military service, health, incarceration, death or international student status. See UTI.edu/disclosures for further information. Summary Statistics Founded 1965 Revenue1 $542M Operating Inc.1 (Margin) $94M (17.3%) Adj. EBITDA1 (Margin) $121M (22.2%) Locations2 15 Campuses in 9 States, with 3 more announced Key Metrics Avg. Enrollment1 ~15k Students Cohort Default Rate3 0% 90/10 Ratio3 ~81% Graduation Rate4 ~74% Employment Rate4 ~79% Composite Score: Calculated and reported only at an enterprise level. Reported score for FYE 9/30/25 was 2.3. Note: For detailed reconciliations of Non-GAAP measures see the Appendix. © GeoNames, Microsoft, TomTom Powered by Bing
20 Austin, Texas Avondale, Arizona1 Bloomfield, New Jersey Canton, Michigan Dallas, Texas Exton, Pennsylvania Houston, Texas Lisle, Illinois Long Beach, California Miramar, Florida Mooresville, North Carolina Orlando, Florida2 Rancho Cucamonga, California Sacramento, California Transportation Airframe & Powerplant Automotive Collision Diesel Marine Motorcycle MSAT NASCAR Tech Energy Energy Technology Wind Power Skilled Trades CNC Machining HVACR Industrial Maintenance Non-Destrictive Testing Robotics & Automation Welding Electrical, Electronics & Industrial Technology (EEIT) Electrical, Electronics & Industrial Technology Electrical, Wind Turbine Technology Electrical & Industrial Maintenance Technology Electrical, Robotics & Automation Technology UTI Division Programs by Location MSAT = Manufacturer-Specific Advanced Training (offerings vary by location) Note some programs above have been announced but are not yet open at all locations shown. 1 UTI Avondale and Motorcycle Mechanics Institute Phoenix 2 UTI Orlando and Orlando Motorcycle & Marine Mechanics Institutes
21 Business Overview • 20+ programs for in-demand healthcare professional degrees and certifications • Program Mix (FY2025 Revenue): – Dental 26%, Medical Assisting 22%, Other Allied Health 25%, Nursing 16%, Diagnostic 8%, and Health Services Management 3% • Program additions and new campus launches remain part of the division’s growth roadmap Healthcare education provider focused on preparing America’s next generation of healthcare professionals for rewarding careers in areas such as dental, patient care, nursing and allied health. 1 Fiscal 2025 2 Current active campuses – Additional campuses announced in Fort Myers, FL, Houston, TX, and Atlanta, GA; New Campus openings subject to appropriate regulatory approvals 3 Based on most recent reporting periods and represent approximate averages across Concorde’s 11 OPEIDs, though individual program results may vary significantly from the mean. Note that due to the COVID-19 pandemic, ED paused all loan payments from March 13, 2020 through September 30, 2023, significantly decreasing default rates. 4 Aggregated rates for the 14 campuses accredited by ACCSC based on reporting in the ACCSC 2025 annual reports and excludes the two campuses not accredited by ACCSC. Each of the ACCSC program outcomes is evaluated individually. The ACCSC reports exclude graduates from the employment rate calculation who were not available for employment because of continuing education, military service, health, incarceration, death or international student status. See disclosures on the individual campus pages on Concorde.edu for additional information. Mission Statement To prepare committed students for successful employment in a rewarding health care profession through high-caliber training, real world experience and student-centered support. . Summary Statistics Founded 1968 Revenue1 $294M Operating Inc.1 (Margin) $36M (12.3%) Adj. EBITDA1 (Margin) $44M (15.1%) Locations2 17 Campuses in 8 States, with 3 more announced Key Metrics Avg. Enrollment1 ~10k Students Cohort Default Rate3 0% 90/10 Ratio3 ~76% Graduation Rate4 ~73% Employment Rate4 ~82% Concorde Career Colleges Division Overview Note: For detailed reconciliations of Non-GAAP measures see the Appendix. Composite Score: Calculated and reported only at an enterprise level. Reported score for FYE 9/30/25 was 2.3. © GeoNames, Microsoft, TomTom Powered by Bing
22 Concorde Division Programs by Location Note some programs above have been announced but are not yet open Kansas City location includes both a main campus and a smaller satellite campus Aurora, Colorado Dallas, Texas Garden Grove, California Grand Prarie, Texas Jacksonville, Florida Kansas City, Missouri Memphis, Tennessee Miramar, Florida North Hollywood, California Orlando, Florida Portland, Oregon San Antonio, Texas San Bernadino, California San Diego, California Southaven, Mississippi Tampa, Florida Online Nursing Nursing (BS) Nursing Practice (AS/AAS) Practical / Vocational Nursing (Diploma) RN to BSN Dental Dental Assisting (AS/AAS) Dental Assisting (Diploma) Dental Hygiene (AS/AAS) Diagnostic Cardiovascular Sonography (AS/AAS) Diagnostic Medical Sonography (AS/AAS) Neurodiagnostic Technology (AS/AAS) Polysomnographic Technology (Diploma) Radiologic Technology (AS/AAS) Patient Care Massage Therapy (Diploma) Occupational Therapy Assistant (AS/AAS) Physical Therapist Assistant (AS/AAS) Respiratory Therapy (AS/AAS) Surgical Technology (AS/AAS) Allied Health Dental Hygiene (BS) Healthcare Administration (BS) Medical Assistant (Diploma) Medical Assisting (AS/AAS) Medical Office Administration (Diploma) Medical Office Professional (AS/AAS) Medical Office Professional (Diploma) Pharmacy Technician (AS/AAS) Pharmacy Technician (Diploma) Phlebotomy Technician (Diploma) Sterile Processing Technician (Diploma) Continuing Education Radiography
23 Illustrative Organic Growth Opportunities ($15) $0 $15 $30 $45 Year 0/1 Year 2 Year 3 Year 4 Year 5 New Campus (UTI)* ($0.5) $0.5 $1.5 $2.5 $3.5 Year 0/1 Year 2 Year 3 Year 4 Year 5 HVACR (UTI) ($0.5) $0.0 $0.5 $1.0 $1.5 Year 0/1 Year 2 Year 3 Year 4 Year 5 Digital Medical Sonography (Concorde) Note: Financial projections based on management’s current beliefs, expectations and assumptions about future events, conditions and results. Representative figures include startup expenses and are not fully burdened (i.e., exclude allocated corporate and marketing costs and working capital considerations). Growth strategy expected to include additional program expansions and new campuses. Below examples are for directional guidance on financial impact. New Campus HVACR Program New Campus Digital Medical Sonography UTI Division UTI Division Concorde Division Concorde Division CapEx Requirement $15M-$30M ~$0.8M $12M ~$0.5M IRR (10-year) 25%-35% 70%+ 20%+ 30%+ Sq Footage Requirement 50,000-115,000 4,600 45,000 1,300 Average Students 700-1,300 ~110 ~850 ~35 Return on Invested Capital (Year 10)1 30%+ 95%+ 35%+ 65%+ *Proforma optimized campus projections shown. Actual financial profiles will vary by location and program mix. ($10) $0 $10 $20 $30 $40 Year 0/1 Year 2 Year 3 Year 4 Year 5 New Campus (Concorde)* 1 Return on Invested Capital (ROIC): Calculated as projected Year 10 after-tax net cash flow divided by (total capital expenditures plus one-time pre-launch costs).
24 Differentiated Industry Partnerships UTI’s relationships with more than 30 leading brands, and other industry and employer partners for both UTI and Concorde, provide unique value propositions and competitive differentiation for our schools and students. On 8/1/24 the Company announced a first-of-its-kind partnership with Heartland Dental to develop a co-branded campus for dental hygiene and dental assistant programs.
25 Non-GAAP Information
26 In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles ("GAAP"), the Company also discloses certain non-GAAP financial information. These financial measures are not recognized measures under GAAP and are not intended to be and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company discloses these non-GAAP financial measures because it believes that they provide investors an additional analytical tool to clarify its results of operations and identify underlying trends. Additionally, the Company believes that these measures may also help investors compare its performance on a consistent basis across time periods. The Company defines adjusted EBITDA as net income (loss) before interest expense, interest income, income taxes, depreciation and amortization, adjusted for stock-based compensation expense and items not considered normal recurring operations. The Company defines adjusted free cash flow as net cash provided by (used in) operating activities less capital expenditures, adjusted for items not considered normal recurring operations. Management utilizes adjusted figures as performance measures internally for operating decisions, strategic planning, annual budgeting and forecasting. For the periods presented, our adjustments for items that management does not consider to be normal recurring operations include: • Acquisition-related costs: We have excluded costs associated with both potential and announced acquisitions to allow for comparable financial results to historical operations and forward-looking guidance. • Integration-related costs for completed acquisitions: We have excluded integration costs related to business structure realignment and new programs for recent acquisitions to allow for comparable financial results to historical operations and forward-looking guidance. In addition, the nature and amount of such charges vary significantly based on the size and timing of the programs. By excluding the referenced expenses from our non-GAAP financial measures, our management is able to further evaluate our ability to utilize existing assets and estimate their long-term value. Furthermore, our management believes that • Restructuring costs: In December 2023, we announced plans to consolidate the two Houston, Texas campus locations to align the curriculum, student facing systems, and support services to better serve students seeking careers in in-demand fields. As part of the transition, the MIAT-Houston campus, acquired in November 2021, began a phased teach-out in May 2024, and such campus began operating under the UTI brand. Both facilities will remain in use, operated by UTI-Houston post-consolidation. As of March 31, 2025, the only remaining cost related to this restructuring is the potential for federal loan discharges. • Facility lease accounting adjustments: During 2024, we recorded a lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. These adjustments are not considered part of normal recurring operations. To obtain a complete understanding of our performance, these measures should be examined in connection with net income (loss) and net cash provided by (used in) operating activities, determined in accordance with GAAP, as presented in the financial statements and notes thereto included in the annual and quarterly filings with the SEC. Because the items excluded from these non-GAAP measures are significant components in understanding and assessing our financial performance under GAAP, these measures should not be considered to be an alternative to net income (loss) or net cash provided by (used in) operating activities as a measure of our operating performance or liquidity. Exclusion of items in the non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may define and calculate non-GAAP financial measures differently than we do, limiting their usefulness as a comparative measure across similarly titled performance measures presented by other companies. A reconciliation of the historical non-GAAP financial measures to the most directly comparable GAAP measures is included in the following slides and investors are encouraged to review the reconciliations. Information reconciling forward-looking adjusted EBITDA and adjusted free cash flow to the most directly comparable GAAP financial measure is unavailable to the company without unreasonable effort. The company is not able to provide a quantitative reconciliation of forward-looking adjusted EBITDA or adjusted free cash flow to the most directly comparable GAAP financial measure because certain items required for such reconciliation are uncertain, outside of the company’s control and/or cannot be reasonably predicted, including but not limited to the provision for (benefit from) income taxes. Preparation of such reconciliation would require a forward-looking statement of income and statement of cash flows prepared in accordance with GAAP, and such forward-looking financial statements are unavailable to the company without unreasonable effort. Use of Non-GAAP Financial Information
27 Adjusted EBITDA Reconciliation ($ in thousands) 1. Costs related to both announced and potential acquisition targets; FY2026 projected spend is an estimate and is fully contingent on acquisition-related expenses this year, if any. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining cost related to this restructuring is the potential for federal loan discharges. 4. During 2024, we recorded a lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. These adjustments are not considered part of normal recurring operations. Expected adjustments outlined for FY2026 are illustrative only and may differ from what is realized, either in the amounts &/or the categories shown. Net income, as reported ~$42,500 $63,018 $42,001 Interest expense, net ~1,000 (540) 3,157 Income tax expense ~15,000 21,256 14,229 Depreciation and amortization ~39,000 32,958 29,324 EBITDA ~$97,500 $116,692 $88,711 Stock-based compensation expense ~12,500 9,151 8,560 Acquisition-related costs(1) ~3,000 873 − Integration-related costs for completed acquisitions(2) ~3,500 (304) 6,049 Restructuring costs(3) − 43 185 Facility lease accounting adjustments(4) − − (650) Adjusted EBITDA, non-GAAP ~$116,500 $126,455 $102,855 FY2026 Guidance Range $114,000-$119,000 Actual Fiscal 2025 Actual Fiscal 2024 Guidance Midpoint Fiscal 2026
28 Adjusted Free Cash Flow Reconciliation ($ in thousands) 1. Costs related to both announced and potential acquisition targets; FY2026 projected spend is an estimate and is fully contingent on acquisition-related spend this year, if any. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining cost related to this restructuring is the potential for federal loan discharges. 4. During 2024, we recorded a lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. These adjustments are not considered part of normal recurring operations. Note: Expected adjustments outlined for FY2026 are illustrative only and may differ from what is realized, either in the amounts &/or the categories shown. Guidance Midpoint Fiscal 2026 Actual Fiscal 2025 Actual Fiscal 2024 Cash flow provided by operating activities, as reported ~$116,000 $97,330 $85,895 Purchase of property and equipment ~(100,000) (41,978) (24,298) Free cash flow, non-GAAP ~16,000 $55,352 $61,597 Adjustments Cash outflow for acquisition-related costs(1) ~3,500 873 − Cash outflow for integration-related costs for completed acquisitions(2) ~3,000 (304) 6,196 Cash outflow for integration-related PP&E(2) − − 4,330 Cash outflow for restructuring costs and PP&E(3) − 59 632 Cash outflow for facility lease accounting adjustments(4) − − 700 Adjusted Free Cash Flow, non-GAAP ~$22,500 $55,980 $73,455 FY2026 Guidance Range $20,000-$25,000
29
q42025financialsupplemen
Universal Technical Institute, Inc. Q4 2025 Financial Supplement
Financial Supplement Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the safe harbor from civil liability provided for such statements by the Private Securities Litigation Reform Act of 1995 (set forth in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended). Forward-looking statements may contain words such as "goal," "target," "future," "estimate," "expect," "anticipate," "intend," "plan," "believe," "seek," "project," "may," "should," "will," the negative form of these expressions or similar expressions. These statements are based on our management’s current beliefs, expectations and assumptions about future events, conditions and results and on information currently available to us. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance, achievements or events and circumstances reflected in the forward-looking statements will occur. Discussions containing these forward-looking statements may be found, among other places, in the sections entitled “Business,” “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” incorporated by reference from our most recent Annual Report on Form 10-K, in our subsequent Quarterly Reports on Form 10-Q and certain of our Current Reports on Form 8-K, as well as any amendments thereto, filed with the Securities and Exchange Commission (the “SEC”). In addition, statements that refer to projections of earnings, revenue, costs or other financial items in future periods; anticipated growth and trends in our business or key markets; cost synergies, growth opportunities and other potential financial and operating benefits; future growth and revenues; future economic conditions and performance; anticipated performance of curriculum; plans, objectives and strategies for future operations; and other characterizations of future events or circumstances, and all other statements that are not statements of historical fact are forward-looking statements. Such statements are based on currently available operating, financial and competitive information and are subject to various risks, uncertainties and assumptions that could cause actual results to differ materially from those anticipated or implied in our forward-looking statements due to a number of factors, including, but not limited to, those set forth under the section entitled “Risk Factors” in our filings with the SEC. Important factors that could affect our actual results include, among other things, failure of our schools to comply with the extensive regulatory requirements for school operations; our failure to maintain eligibility for or our ability to process federal student financial assistance funds; the effect of current and future Title IV Program regulations arising out of negotiated rulemakings, including any potential reductions in funding or restrictions on the use of funds received through Title IV Programs; the effect of future legislative or regulatory initiatives related to veterans’ benefit programs; continued Congressional examination of the for-profit education sector; regulatory investigations of, or actions commenced against, us or other companies in our industry; changes in the state regulatory environment or budgetary constraints; failure to execute on our growth and diversification strategy, including effectively identifying, establishing and operating additional schools, programs or campuses; our failure to realize the expected benefits of our acquisitions, or our failure to successfully integrate our acquisitions; our failure to improve underutilized capacity at certain of our campuses; enrollment declines or challenges in our students’ ability to find employment as a result of macroeconomic conditions; our failure to maintain and expand existing industry relationships and develop new industry relationships; our ability to update and expand the content of existing programs and develop and integrate new programs in a timely and cost-effective manner while maintaining positive student outcomes; a loss of our senior management or other key employees; failure to comply with the restrictive covenants and our ability to pay the amounts when due under the Credit Agreement; and other risks that are described from time to time in our public filings. Given these risks, uncertainties and other factors, many of which are beyond our control, you should not place undue reliance on these forward-looking statements. Neither we nor any other person makes any representation as to the accuracy or completeness of these forward-looking statements and, except as required by law, we assume no obligation to update these forward-looking statements publicly, or to revise any forward-looking statements, even if new information becomes available in the future. This presentation also contains estimates and other statistical data made by independent parties, and by us, relating to market size and growth and other data about our industry and our business. This data involves several assumptions and limitations, and you are cautioned not to give undue weight to such estimates. In addition, projections, assumptions and estimates of our future performance and the future performance of the markets in which we operate are necessarily subject to a high degree of uncertainty and risk. PAGE 2
Financial Supplement Consolidated Q4 and FY 2025 Highlights Q4 2025 FY 2025 Average Full-Time Active Students Average Full-Time Active Students 25,049 24,618 Revenue Revenue $222.4 million $835.6 million Net Income Net Income $18.8 million $63.0 million Adjusted EBITDA Adjusted EBITDA $36.8 million $126.5 million Diluted Earnings Per Share Diluted Earnings Per Share $0.34 $1.13 PAGE 3 ■ Company delivered Q4 and FY2025 financial results ahead of expectations on all key metrics. Q4 2025 • Total revenue of $222.4M (13.3% YoY growth). Segment revenue contribution in the quarter was $144.6 million for UTI (10.8% YoY growth) and $77.8 million for Concorde (18.2% YoY growth). • Total average full-time active students of 25,049 (8.1% YoY growth), with UTI delivering 15,207 and Concorde contributing 9,842. FY 2025 • Total revenue of $835.6M (14.0% YoY growth). Segment revenue contribution was $541.8 million for UTI (11.4% YoY growth) and $293.8 million for Concorde (19.3% YoY growth). • Total average full-time active students of 24,618 (10.5% YoY growth), with UTI delivering 14,913 and Concorde contributing 9,705. ■ Total available liquidity of $254.5 million, including $85.4 million of remaining capacity under Company’s revolving credit facility and $41.8 million of short-term investments—ample reserves for any potential business needs or new opportunities that may arise. ■ The Company remains well-positioned to deliver and confident in its 5-year strategic targets of a 10% Revenue CAGR and Adjusted EBITDA approaching $220M by FY2029.Note: See Company Press Release and Investor Presentation dated November 19, 2025 for more details on guidance, including non-GAAP reconciliations.
Financial Supplement Consolidated Q4 2025 Summary Results ($ in millions) ($ in millions, except for student data) 3 Mos. 9/30/25 3 Mos. 9/30/24 YoY Change 12 Mos. 9/30/25 12 Mos. 9/30/24 YoY Change Revenues $222.4 $196.4 13.3% $835.6 $732.7 14.0% Operating expenses $197.5 $170.3 15.9% $752.1 $673.8 11.6% Educational services and facilities $112.3 $99.4 13.0% $420.5 $384.5 9.4% Selling, general and administrative $85.2 $71.0 20.0% $331.7 $289.3 14.7% Income from operations $25.0 $26.0 (4.0)% $83.5 $58.9 41.7% Total other income (expense), net $0.6 $(0.7) (187.9)% $0.8 $(2.7) (130.3)% Income tax expense $(6.8) $(6.5) 4.2% $(21.3) $(14.2) 49.4% Net income $18.8 $18.8 (0.4)% $63.0 $42.0 50.0% Adjusted EBITDA(1) $36.8 $37.3 (1.4)% $126.5 $102.9 22.9% Operating cash flow $57.1 $67.5 (15.4)% $97.3 $85.9 13.3% Adjusted free cash flow(1) $41.0 $62.6 (34.5)% $56.0 $73.5 (23.8)% Capital expenditures $16.5 $7.5 118.9% $42.0 $24.3 72.8% PAGE 4 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19.
Financial Supplement Consolidated Statements of Operations Trend ($ in thousands, except EPS) 12 Mos. 9/30/25 3 Mos. 9/30/25 3 Mos. 6/30/25 3 Mos. 3/31/25 3 Mos. 12/31/24 12 Mos. 9/30/24 3 Mos. 9/30/24 3 Mos. 6/30/24 3 Mos. 3/31/24 3 Mos. 12/31/23 Revenues $ 835,616 $ 222,442 $ 204,298 $ 207,447 $ 201,429 $ 732,687 $ 196,358 $ 177,458 $ 184,176 $ 174,695 Operating expenses: Educational services and facilities 420,491 112,258 105,604 102,488 100,141 384,529 99,355 95,277 97,488 92,409 Selling, general and administrative 331,656 85,198 84,542 88,106 73,810 289,267 70,981 74,735 75,496 68,055 Total operating expenses $ 752,147 $ 197,456 $ 190,146 $ 190,594 $ 173,951 $ 673,796 $ 170,336 $ 170,012 $ 172,984 $ 160,464 Income from operations 83,469 24,986 14,152 16,853 27,478 58,891 26,022 7,446 11,192 14,231 Total other income (expense), net 805 573 200 (19) 51 (2,661) (652) (689) (638) (682) Income tax expense (21,256) (6,803) (3,689) (5,388) (5,376) (14,229) (6,530) (1,772) (2,767) (3,160) Net income $ 63,018 $ 18,756 $ 10,663 $ 11,446 $ 22,153 $ 42,001 $ 18,840 $ 4,985 $ 7,787 $ 10,389 Preferred stock dividends — — — — — (1,097) — — — (1,097) Income available for distribution 63,018 18,756 10,663 11,446 22,153 40,904 18,840 4,985 7,787 9,292 Income allocated to participating securities — — — — — (2,855) — — — (2,855) Net income available to common shareholders 63,018 18,756 10,663 11,446 22,153 38,049 18,840 4,985 7,787 6,437 Net income per share, diluted $ 1.13 $ 0.34 $ 0.19 $ 0.21 $ 0.40 $ 0.75 $ 0.34 $ 0.09 $ 0.14 $ 0.17 EBITDA(1) $ 116,692 $ 33,634 $ 22,616 $ 25,000 $ 35,442 $ 88,711 $ 33,927 $ 14,842 $ 18,513 $ 21,429 Total Shares Outstanding (Period End) 54,430 54,430 54,424 54,406 54,366 53,817 53,817 53,812 53,801 53,732 Diluted Shares Outstanding (Period End) 55,615 55,728 55,635 55,442 55,406 50,851 55,404 54,951 54,770 37,439 PAGE 5 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19.
Financial Supplement Consolidated Results of Operations Trend Percent of Revenue 12 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 12 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 9/30/25 9/30/25 6/30/25 3/31/25 12/31/24 9/30/24 9/30/24 6/30/24 3/31/24 12/31/23 Revenues 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% Operating Expenses: Educational services and facilities 50.3% 50.5% 51.7% 49.4% 49.8% 52.5% 50.6% 53.7% 52.9% 52.9% Selling, general and administrative 39.7% 38.3% 41.4% 42.5% 36.6% 39.5% 36.1% 42.1% 41.0% 39.0% Total operating expenses 90.0% 88.8% 93.1% 91.9% 86.4% 92.0% 86.7% 95.8% 93.9% 91.9% Income from operations 10.0% 11.2% 6.9% 8.1% 13.6% 8.0% 13.3% 4.2% 6.1% 8.1% Total other income (expense), net 0.1% 0.3% 0.1% —% 0.1% (0.4)% (0.3)% (0.4)% (0.3)% (0.4)% Income tax expense (2.5)% (3.1)% (1.8)% (2.6)% (2.7)% (1.9)% (3.3)% (1.0)% (1.5)% (1.8)% Net income 7.6% 8.4% 5.2% 5.5% 11.0% 5.7% 9.6% 2.8% 4.2% 5.9% Preferred stock dividends —% —% —% —% —% (0.1)% —% —% —% (0.6)% Income available for distribution 7.6% 8.4% 5.2% 5.5% 11.0% 5.6% 9.6% 2.8% 4.2% 5.3% Income allocated to participating securities —% —% —% —% —% (0.4)% —% —% —% (1.6)% Net income available to common shareholders 7.6% 8.4% 5.2% 5.5% 11.0% 5.2% 9.6% 2.8% 4.2% 3.7% EBITDA margin(1) 14.0% 15.1% 11.1% 12.1% 17.6% 12.1% 17.3% 8.4% 10.1% 12.3% PAGE 6 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19.
Financial Supplement Quarterly Trend – Segment Key Metrics ($ in millions, except revenue per student amounts) ($ in millions, except for student data) 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 9/30/25 6/30/25 3/31/25 12/31/24 9/30/24 9/30/25 6/30/25 3/31/25 12/31/24 9/30/24 UTI UTI UTI UTI UTI Concorde Concorde Concorde Concorde Concorde New student starts 7,166 2,829 3,591 2,753 7,068 4,943 2,892 3,059 2,560 4,424 Y/Y growth/(decline) 1.4% (3.0)% 26.4% 19.0% 8.7% 11.7% 9.1% 15.9% 26.0% 13.7% Average full-time active students 15,207 14,205 14,777 15,464 14,067 9,842 9,552 9,827 9,598 9,113 Y/Y growth/(decline) 8.1% 8.9% 7.0% 8.0% 9.2% 8.0% 18.8% 15.5% 16.4% 13.8% Revenue per student $9,500 $9,300 $9,100 $8,500 $9,300 $7,900 $7,600 $7,400 $7,300 $7,200 Y/Y growth/(decline) 2.2% 3.3% 2.2% 4.9% 4.5% 9.7% 1.3% 2.8% 1.4% 4.3% Revenues $144.6 $131.5 $134.2 $131.5 $130.5 $77.8 $72.8 $73.2 $70.0 $65.8 Y/Y growth/(decline) 10.8% 12.3% 8.8% 14.0% 13.2% 18.2% 20.7% 20.2% 18.0% 19.6% Income from operations $27.6 $19.9 $21.4 $25.5 $30.4 $10.1 $5.9 $8.9 $11.2 $6.7 Margin 19.1% 15.1% 15.9% 19.4% 23.3% 13.0% 8.1% 12.2% 16.0% 10.2% Adjusted EBITDA(1) $34.2 $26.5 $28.0 $31.9 $37.5 $12.4 $8.1 $10.9 $13.0 $8.3 Adjusted EBITDA margin 23.7% 20.1% 20.8% 24.2% 28.7% 15.9% 11.1% 14.9% 18.6% 12.6% PAGE 7 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19. Note: Corporate results are not included within these metrics as they do not have any student data.
Financial Supplement Segment Results of Operations - Fourth Quarter ($ in thousands) PAGE 8 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 3 Mos. 9/30/25 9/30/25 9/30/25 9/30/25 9/30/24 9/30/24 9/30/24 9/30/24 UTI Concorde Corporate Consolidated UTI Concorde Corporate Consolidated Revenues $ 144,648 $ 77,794 $ — $ 222,442 $ 130,545 $ 65,813 $ — $ 196,358 Compensation and Benefits 52,097 33,875 18,099 104,071 48,081 30,795 13,284 92,160 Advertising 12,647 7,784 54 20,485 11,459 6,546 56 18,061 Occupancy 11,621 6,563 273 18,457 9,052 5,258 169 14,479 Student Related 11,734 7,074 — 18,808 10,566 6,529 — 17,095 General Operations 6,788 4,935 3,541 15,264 3,887 2,537 2,922 9,346 Professional and Contract Services 2,557 1,335 4,412 8,304 2,222 2,548 3,884 8,654 Depreciation and amortization 6,138 2,055 313 8,506 5,973 1,420 369 7,762 Other Expenses 1,657 899 1,005 3,561 1,139 1,072 568 2,779 Corporate Support 11,804 3,151 (14,955) — 7,722 2,394 (10,116) — Total operating expenses $ 117,043 $ 67,671 $ 12,742 $ 197,456 $ 100,101 $ 59,099 $ 11,136 $ 170,336 Income (loss) from operations 27,605 10,123 (12,742) 24,986 30,444 6,714 (11,136) 26,022 Net income (loss) 26,807 10,109 (18,160) 18,756 28,760 6,777 (16,697) 18,840 EBITDA(1) 33,763 12,177 (12,306) 33,634 36,445 8,133 (10,651) 33,927 Adjusted EBITDA(1) 34,238 12,410 (9,869) 36,779 37,454 8,294 (8,439) 37,309 Adjusted EBITDA margin 23.7% 16.0% —% 16.5% 28.7% 12.6% —% 19.0% 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19.
Financial Supplement Segment Results of Operations - YTD ($ in thousands) PAGE 9 12 Mos. 12 Mos. 12 Mos. 12 Mos. 12 Mos. 12 Mos. 12 Mos. 12 Mos. 9/30/25 9/30/25 9/30/25 9/30/25 9/30/24 9/30/24 9/30/24 9/30/24 UTI Concorde Corporate Consolidated UTI Concorde Corporate Consolidated Revenues $ 541,816 $ 293,800 $ — $ 835,616 $ 486,376 $ 246,311 $ — $ 732,687 Compensation and Benefits 205,859 132,270 66,768 404,897 190,640 116,591 56,373 363,604 Advertising 56,754 30,575 217 87,546 51,302 25,744 215 77,261 Occupancy 39,868 24,769 946 65,583 36,202 23,454 714 60,370 Student Related 38,245 24,084 — 62,329 42,402 22,177 — 64,579 General Operations 21,695 17,919 12,249 51,863 15,349 8,516 10,677 34,542 Professional and Contract Services 9,925 5,207 17,826 32,958 9,416 8,540 14,216 32,172 Depreciation and amortization 24,085 7,554 1,319 32,958 22,855 5,159 1,310 29,324 Other Expenses 6,530 3,704 3,779 14,013 6,048 4,033 1,863 11,944 Corporate Support 44,485 11,589 (56,074) — 34,406 11,293 (45,699) — Total operating expenses $ 447,446 $ 257,671 $ 47,030 $ 752,147 $ 408,620 $ 225,507 $ 39,669 $ 673,796 Income (loss) from operations 94,370 36,129 (47,030) 83,469 77,756 20,804 (39,669) 58,891 Net income (loss) 89,901 36,001 (62,884) 63,018 71,646 21,048 (50,693) 42,001 EBITDA(1) 118,549 43,682 (45,539) 116,692 100,698 25,962 (37,949) 88,711 Adjusted EBITDA(1) 120,546 44,391 (38,482) 126,455 104,113 28,327 (29,585) 102,855 Adjusted EBITDA margin 22.2% 15.1% —% 15.1% 21.4% 11.5% —% 14.0% 1. For a detailed reconciliation of Non-GAAP measures, see slides 14-19.
Financial Supplement Note: On December 18, 2023, the Company exercised in full its right of conversion of the Company’s Series A Preferred Stock which resulted in the conversion of all outstanding Series A Preferred shares into19,296,843 shares of Common Stock. Consolidated Balance Sheet and Cash Flow Summary ($ in thousands) At: 9/30/25 9/30/24 Cash & cash equivalents $ 127,361 $ 161,900 Restricted cash 6,769 5,572 Held-to-maturity investments 41,784 — Total current assets 246,632 221,951 PP&E (net) 285,852 264,797 Right-of-use assets for operating leases 178,861 158,778 Total assets 826,139 744,575 Operating lease liability – current 16,967 22,210 Long term debt, current portion 2,865 2,697 Total current liabilities 229,671 204,963 Operating lease liability – LT 174,838 146,831 Long term debt 84,234 123,007 Total liabilities 498,029 484,344 Stockholders’ equity 328,110 260,231 Total liabilities & equity $ 826,139 $ 744,575 12 Mos. 9/30/25 12 Mos. 9/30/24 Net cash (used in) provided by operating activities $ 97,330 $ 85,895 Purchase of property and equipment (41,978) (24,298) Purchase of held-to-maturity investments (68,371) — Proceeds received upon maturity of investments 22,301 — Proceeds from insurance policy 169 296 Net cash used in investing activities (87,879) (24,002) Proceeds from revolving credit facility 26,000 41,000 Payment on revolving credit facility (62,000) (75,000) Payment of preferred stock cash dividend — (1,097) Preferred share repurchase — (11,503) Payments on term loans and finance leases (2,697) (2,518) Payment of payroll taxes on stock-based compensation through shares withheld (4,755) (2,227) Proceeds from stock option exercises 659 — Net cash provided by financing activities (42,793) (51,345) Change in cash and restricted cash (33,342) 10,548 Ending balance of cash and restricted cash $ 134,130 $ 167,472 PAGE 10
Financial Supplement Earnings Per Share Trend and Guidance ($ in thousands, except EPS) Fiscal 2026 Midpoints 12 Mos. 9/30/25 3 Mos. 9/30/25 3 Mos. 6/30/25 3 Mos. 3/31/25 3 Mos. 12/31/24 12 Mos. 9/30/24 3 Mos. 9/30/24 3 Mos. 6/30/24 3 Mos. 3/31/24 3 Mos. 12/31/23 Net Income ~$40,000-45,000 $ 63,018 $ 18,756 $ 10,663 $ 11,446 $ 22,153 $ 42,001 $ 18,840 $ 4,985 $ 7,787 $ 10,389 Less: Preferred stock dividend declared — — $ — — — — (1,097) — — — (1,097) Net income available for distribution ~$40,000-45,000 63,018 18,756 10,663 11,446 22,153 40,904 18,840 4,985 7,787 9,292 Income allocated to participating securities — — — — — — (2,855) — — — (2,855) Net income available to common shareholders ~$40,000-45,000 $ 63,018 $ 18,756 $ 10,663 $ 11,446 $ 22,153 $ 38,049 $ 18,840 $ 4,985 $ 7,787 $ 6,437 Weighted average basic shares outstanding ~55,000 54,301 54,425 54,412 54,383 53,987 49,429 53,813 53,805 53,757 36,434 Basic income per common share ~$0.73-0.82 $ 1.16 $ 0.34 $ 0.20 $ 0.21 $ 0.41 $ 0.77 $ 0.35 $ 0.09 $ 0.14 $ 0.18 Weighted average basic shares outstanding ~55,000 54,301 54,425 54,412 54,383 53,987 49,429 53,813 53,805 53,757 36,434 Dilutive effect related to employee stock plans ~1,300 1,314 1,303 1,223 1,059 1,419 1,422 1,591 1,146 1,013 1,005 Weighted average diluted shares outstanding ~56,300 55,615 55,728 55,635 55,442 55,406 50,851 55,404 54,951 54,770 37,439 Diluted income per common share ~$0.71-0.80 $ 1.13 $ 0.34 $ 0.19 $ 0.21 $ 0.40 $ 0.75 $ 0.34 $ 0.09 $ 0.14 $ 0.17 PAGE 11 Note: With the December 18, 2023 conversion of all remaining Series A preferred shares into common shares, the two-class EPS calculation method is no longer applicable post fiscal 2024.
Financial Supplement Leverage as of 9/30/2025 Current Loan Balances, net $87.1M LTM EBITDA $126.5M Cash, Cash Equivalents, and Short-Term Investments $169.1M Gross Leverage Ratio 0.69x Net Leverage Ratio (0.65x) Debt as of 9/30/2025 Term Loan: Avondale Campus Original Note Amount $31.2M Inception Date 5/12/2021 Rate* Fixed/Floating Maturity 7 years Current Note Balance $27.5M Term Loan: Lisle Campus Original Note Amount $38.0M Inception Date 4/14/2022 Rate** Fixed/Floating Maturity 7 years Current Note Balance $36.1M Revolving Credit Facility Total Capacity $125.0M Inception Date 11/21/2022 Rate*** Floating Maturity 5 years Current Loan Balance $20.0M 9/30/2026 proforma leverage calculation is based upon midpoint of the adjusted EBITDA guidance range and projected year-end cash balance, both of which will depend on actual company performance. For a detailed reconciliation of Non-GAAP measures, see slides 14-19. Note: FY 2026 proforma cash and debt balances assume the revolving credit facility is not drawn on at year end; however, use of the revolver will continue to be evaluated throughout the year and used as needed to satisfy regulatory requirements &/or debt covenants. Any change to the outstanding revolver balance would affect gross leverage but have no impact on net leverage. Leverage Ratios PAGE 12 *Avondale rate is 50% fixed at 1.45% + 50% Floating @ SOFR plus 2% Margin and a tranche adjustment of 0.046% **Lisle rate is 50% fixed at 4.69% + 50% Floating @ SOFR plus 2% Margin ***Revolver rate is SOFR plus 1.75% to 2.25% Margin based on UTI's Total Leverage Proforma Leverage 9/30/2026 Note Balances, net (Projected) ~$64.3M LTM EBITDA - FY 2026 Guidance midpoint ~$116.5M Cash, Cash Equivalents, and Short-Term Investments (Projected) ~$190.0M Gross Leverage Ratio 0.55x Net Leverage Ratio (1.10x)
Financial SupplementUse of Non-GAAP Financial Information PAGE 13 In addition to disclosing financial results that are determined in accordance with U.S. generally accepted accounting principles ("GAAP"), the Company also discloses certain non-GAAP financial information. These financial measures are not recognized measures under GAAP and are not intended to be and should not be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. The Company discloses these non-GAAP financial measures because it believes that they provide investors an additional analytical tool to clarify its results of operations and identify underlying trends. Additionally, the Company believes that these measures may also help investors compare its performance on a consistent basis across time periods. The Company defines adjusted EBITDA as net income (loss) before interest expense, interest income, income taxes, depreciation and amortization, adjusted for stock-based compensation expense and items not considered normal recurring operations. The Company defines adjusted free cash flow as net cash provided by (used in) operating activities less capital expenditures, adjusted for items not considered normal recurring operations. Management utilizes adjusted figures as performance measures internally for operating decisions, strategic planning, annual budgeting and forecasting. For the periods presented, our adjustments for items that management does not consider to be normal recurring operations include: • Acquisition-related costs: We have excluded costs associated with both potential and announced acquisitions to allow for comparable financial results to historical operations and forward-looking guidance. • Integration-related costs for completed acquisitions: We have excluded integration costs related to business structure realignment and new programs for recent acquisitions to allow for comparable financial results to historical operations and forward-looking guidance. In addition, the nature and amount of such charges vary significantly based on the size and timing of the programs. By excluding the referenced expenses from our non-GAAP financial measures, our management is able to further evaluate our ability to utilize existing assets and estimate their long-term value. Furthermore, our management believes that the adjustment of these items supplements the GAAP information with a measure that can be used to assess the sustainability of our operating performance. • Restructuring charges: In December 2023, we announced plans to consolidate the two Houston, Texas campus locations to align the curriculum, student facing systems, and support services to better serve students seeking careers in in-demand fields. As part of the transition, the MIAT Houston campus, acquired in November 2021, began a phased teach-out in May 2024, and such campus began operating under the UTI brand. MIAT-Houston students who have not completed their programs before their program’s teach-out date may enroll at UTI-Houston to complete their program. Both facilities will remain in use post-consolidation. • Facility lease accounting adjustments: During 2024, we recorded a lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. This adjustment is not considered part of normal recurring operations. To obtain a complete understanding of our performance, these measures should be examined in connection with net income (loss) and net cash provided by (used in) operating activities, determined in accordance with GAAP, as presented in the financial statements and notes thereto included in the annual and quarterly filings with the SEC. Because the items excluded from these non-GAAP measures are significant components in understanding and assessing our financial performance under GAAP, these measures should not be considered to be an alternative to net income (loss) or net cash provided by (used in) operating activities as a measure of our operating performance or liquidity. Exclusion of items in the non-GAAP presentation should not be construed as an inference that these items are unusual, infrequent or non-recurring. Other companies, including other companies in the education industry, may define and calculate non-GAAP financial measures differently than we do, limiting their usefulness as a comparative measure across similarly titled performance measures presented by other companies. A reconciliation of the historical non-GAAP financial measures to the most directly comparable GAAP measures is included in the following slides and investors are encouraged to review the reconciliations. Information reconciling forward-looking adjusted EBITDA and adjusted free cash flow to the most directly comparable GAAP financial measure is unavailable to the company without unreasonable effort. The company is not able to provide a quantitative reconciliation of forward-looking adjusted EBITDA or adjusted free cash flow to the most directly comparable GAAP financial measure because certain items required for such reconciliation are uncertain, outside of the company’s control and/or cannot be reasonably predicted, including but not limited to the provision for (benefit from) income taxes. Preparation of such reconciliation would require a forward-looking statement of income and statement of cash flows prepared in accordance with GAAP, and such forward-looking financial statements are unavailable to the company without unreasonable effort.
Financial Supplement Consolidated Adjusted EBITDA Reconciliation Trend ($ in thousands) 1. Costs related to both announced and potential acquisition targets. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining costs related to this restructuring is the potential for federal loan discharges. 4. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. 12 Mos. 9/30/25 3 Mos. 9/30/25 3 Mos. 6/30/25 3 Mos. 3/31/25 3 Mos. 12/31/24 12 Mos. 9/30/24 3 Mos. 9/30/24 3 Mos. 6/30/24 3 Mos. 3/31/24 3 Mos. 12/31/23 Net income, as reported $ 63,018 $ 18,756 $ 10,663 $ 11,446 $ 22,153 $ 42,001 $ 18,840 $ 4,985 $ 7,787 $ 10,389 Interest (income) expense, net (540) (431) (51) 28 (86) 3,157 795 709 757 896 Income tax expense 21,256 6,803 3,689 5,388 5,376 14,229 6,530 1,772 2,767 3,160 Depreciation and amortization 32,958 8,506 8,315 8,138 7,999 29,324 7,762 7,376 7,202 6,984 EBITDA $ 116,692 $ 33,634 $ 22,616 $ 25,000 $ 35,442 $ 88,711 $ 33,927 $ 14,842 $ 18,513 $ 21,429 Stock-based compensation expense 9,151 2,749 2,658 3,024 720 8,560 2,862 1,863 2,353 1,482 Acquisition related costs(1) 873 — — 873 — — — — — — Integration related costs for completed acquisitions(2) (304) 396 — — (700) 6,049 1,126 1,653 1,696 1,574 Restructuring Costs(3) 43 — — — 43 185 44 53 45 43 Facility lease accounting adjustments(4) — — — — — (650) (650) — — — Adjusted EBITDA, non-GAAP $ 126,455 $ 36,779 $ 25,274 $ 28,897 $ 35,505 $ 102,855 $ 37,309 $ 18,411 $ 22,607 $ 24,528 PAGE 14 Quarter to date & Full Year
Financial Supplement Consolidated Adjusted EBITDA Reconciliation Trend ($ in thousands) 12 Mos. 9/30/25 9 Mos. 6/30/25 6 Mos. 3/31/25 3 Mos. 12/31/24 12 Mos. 9/30/24 9 Mos. 6/30/24 6 Mos. 3/31/24 3 Mos. 12/31/23 Net income, as reported $ 63,018 $ 44,262 $ 33,599 $ 22,153 $ 42,001 $ 23,161 $ 18,176 $ 10,389 Interest (income) expense, net (540) (109) (58) (86) 3,157 2,362 1,653 896 Income tax expense 21,256 14,453 10,764 5,376 14,229 7,699 5,927 3,160 Depreciation and amortization 32,958 24,452 16,137 7,999 29,324 21,562 14,186 6,984 EBITDA $ 116,692 $ 83,058 $ 60,442 $ 35,442 $ 88,711 $ 54,784 $ 39,942 $ 21,429 Stock-based compensation expense 9,151 6,402 3,744 720 8,560 5,698 3,835 1,482 Acquisition related costs(1) 873 873 873 — — — — — Integration related costs for completed acquisitions(2) (304) (700) (700) (700) 6,049 4,924 3,271 1,574 Restructuring Costs(3) 43 43 43 43 185 141 88 43 Facility lease accounting adjustments(4) — — — — (650) — — — Adjusted EBITDA, non-GAAP $ 126,455 $ 89,676 $ 64,402 $ 35,505 $ 102,855 $ 65,547 $ 47,136 $ 24,528 PAGE 15 1. Costs related to both announced and potential acquisition targets. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining costs related to this restructuring is the potential for federal loan discharges. 4. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. Year to date
Financial Supplement Adjusted EBITDA Reconciliation By Segment ($ in thousands) 3 Mos. 9/30/25 3 Mos. 9/30/24 3 Mos. 9/30/25 3 Mos. 9/30/24 3 Mos. 9/30/25 3 Mos. 9/30/24 UTI UTI Concorde Concorde Corporate Corporate Net income (loss), as reported $ 26,807 $ 28,760 $ 10,109 $ 6,777 $ (18,160) $ (16,697) Interest expense (income), net 797 1,689 13 (63) (1,241) (831) Income tax expense — — — — 6,803 6,530 Depreciation and amortization 6,159 5,996 2,055 1,419 292 347 EBITDA $ 33,763 $ 36,445 $ 12,177 $ 8,133 $ (12,306) $ (10,651) Stock-based compensation expense 475 778 233 81 2,041 2,003 Integration related costs for completed acquisitions(1) — 187 — 730 396 209 Restructuring Costs(2) — 44 — — — — Facility lease accounting adjustments(3) — — — (650) — — Adjusted EBITDA, non-GAAP $ 34,238 $ 37,454 $ 12,410 $ 8,294 $ (9,869) $ (8,439) PAGE 16 1. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 2. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining costs related to this restructuring is the potential for federal loan discharges. 3. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. Quarter to date
Financial Supplement Adjusted EBITDA Reconciliation By Segment ($ in thousands) 12 Mos. 9/30/25 12 Mos. 9/30/24 12 Mos. 9/30/25 12 Mos. 9/30/24 12 Mos. 9/30/25 12 Mos. 9/30/24 UTI UTI Concorde Concorde Corporate Corporate Net income (loss), as reported $ 89,901 $ 71,646 $ 36,001 $ 21,048 $ (62,884) $ (50,693) Interest expense (income), net 4,479 6,135 127 (244) (5,146) (2,734) Income tax expense — — — — 21,256 14,229 Depreciation and amortization 24,169 22,917 7,554 5,158 1,235 1,249 EBITDA $ 118,549 $ 100,698 $ 43,682 $ 25,962 $ (45,539) $ (37,949) Stock-based compensation expense 1,954 2,080 709 213 6,488 6,267 Acquisition related costs(1) — — — — 873 — Integration related costs for completed acquisitions(2) — 1,150 — 2,802 (304) 2,097 Restructuring Costs(3) 43 185 — — — — Facility lease accounting adjustments(4) — — — (650) — — Adjusted EBITDA, non-GAAP $ 120,546 $ 104,113 $ 44,391 $ 28,327 $ (38,482) $ (29,585) PAGE 17 Year to date 1. Costs related to both announced and potential acquisition targets. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. 4. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices.
Financial Supplement Adjusted EBITDA Reconciliation Trend By Segment ($ in thousands) 3 Mos. 9/30/25 3 Mos. 6/30/25 3 Mos. 3/31/25 3 Mos. 12/31/24 3 Mos. 9/30/24 3 Mos. 9/30/25 3 Mos. 6/30/25 3 Mos. 3/31/25 3 Mos. 12/31/24 3 Mos. 9/30/24 UTI UTI UTI UTI UTI Concorde Concorde Concorde Concorde Concorde Net income, as reported $ 26,807 $ 18,583 $ 20,179 $ 24,328 $ 28,760 $ 10,109 $ 5,890 $ 8,837 $ 11,165 $ 6,777 Interest expense (income), net 797 1,288 1,262 1,132 1,689 13 39 45 30 (63) Depreciation and amortization 6,159 6,068 5,971 5,971 5,996 2,055 1,939 1,850 1,709 1,419 EBITDA $ 33,763 $ 25,939 $ 27,412 $ 31,431 $ 36,445 $ 12,177 $ 7,868 $ 10,732 $ 12,904 $ 8,133 Stock-based compensation expense 475 530 567 382 778 233 208 189 79 81 Integration related costs for completed acquisitions — — — — 187 — — — — 730 Restructuring Costs(1) — — — 43 44 — — — — — Facility lease accounting adjustments(2) — — — — — — — — — (650) Adjusted EBITDA, non-GAAP $ 34,238 $ 26,469 $ 27,979 $ 31,856 $ 37,454 $ 12,410 $ 8,076 $ 10,921 $ 12,983 $ 8,294 PAGE 18 Quarter to date 1. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining costs related to this restructuring is the potential for federal loan discharges. 2. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. Note: Corporate results are not included within these metrics.
Financial Supplement Consolidated Adjusted Free Cash Flow ($ in thousands) 3 Mos. 9/30/25 3 Mos. 9/30/24 12 Mos. 9/30/25 12 Mos. 9/30/24 Cash flow provided by operating activities, as reported $57,104 $67,534 $97,330 $85,895 Purchase of property and equipment (16,479) (7,529) (41,978) (24,298) Free cash flow, non-GAAP 40,625 60,005 55,352 61,597 Adjustments: Cash outflow for acquisition-related costs(1) — — 873 — Cash outflow (inflow) for integration-related costs for completed acquisitions(2) 396 992 (304) 6,196 Cash outflow for integration-related property and equipment — 795 — 4,330 Cash outflow for restructuring costs and property and equipment(3) — 92 59 632 Facility lease accounting adjustments(4) — 700 — 700 Adjusted free cash flow, non-GAAP $41,021 $62,584 $55,980 $73,455 1. Costs related to both announced and potential acquisition targets. 2. In fiscal 2025, the Company received $0.7 million in funds in final settlement of the outstanding escrow accounts affiliated with the purchase of Concorde on December 1, 2022. This is offset by additional integration costs incurred during the year. 3. In December 2023, the Company announced plans to consolidate its MIAT-Houston and UTI-Houston operations beginning in fiscal 2024 which was completed in Q1 fiscal 2025. As of September 30, 2025, the only remaining costs related to this restructuring is the potential for federal loan discharges. 4. Lease accounting adjustment for a lease termination payment for the previous Concorde corporate offices. PAGE 19
