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Compiled from SEC Form N-PX filings and Universal Technical Institute, Inc.’s Form 8-K, filed March 18, 2026 (Item 5.07 on EDGAR). Page generated October 14, 2026.
Meeting of March 12, 2026: 5 items on Universal Technical Institute, Inc.’s Form 8-K, filed March 18, 2026: 3 elected · 2 approved.
None.
Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided
Explore Universal Technical Institute, Inc. in the interactive database Compare manager voting policies
These tallies are Universal Technical Institute, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed March 18, 2026 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.
| Ballot item | For | Against | Abstain | Withheld | Broker non-votes | Support (of votes cast) | Reported outcome | Voting standard |
|---|---|---|---|---|---|---|---|---|
| Elect Director: Robert T. DeVincenzi | 42,766,191 | 1,060,176 | 8,994 | -- | 3,700,952 | 98% | Elected | — |
| Elect Director: Jerome A. Grant | 43,261,353 | 565,181 | 8,827 | -- | 3,700,952 | 99% | Elected | — |
| Elect Director: Shannon L. Okinaka | 43,483,730 | 342,609 | 9,022 | -- | 3,700,952 | 99.2% | Elected | — |
| 2. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending September 30, 2026 | 47,432,220 | 64,550 | 39,543 | -- | -- | 99.8% | Approved | — |
| 3. The compensation of the Company's named executive officers | 43,438,346 | 369,885 | 27,130 | -- | 3,700,952 | 99.1% | Approved | — |
Source: Universal Technical Institute, Inc., Form 8-K, filed with the SEC on March 18, 2026 — read the filing on EDGAR.
Each item below shows how the 284 asset managers that disclosed a Universal Technical Institute, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.
Combines 4 wordings of this item as funds reported it.
98% Majority: yes · of votes cast
Description as filed by funds: Election of three (3) Class I Directors: Robert DeVincenzi
Universal Technical Institute, Inc.’s own tally for this item (“Elect Director: Robert T. DeVincenzi”): 42,766,191 for, 1,060,176 against, per its Form 8-K filed March 18, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : The stockholders elected each of the three nominees as Class I Directors to serve a three-year term ending in 2029, or until the Director's successor is duly elected and qualified, as follows:”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 92 asset managers below reported 21,536,575 for, 179,626 against, 2,976 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,973,230 | 0 | 0 | 0 | For |
| Thrivent | 1,967,751 | 0 | 0 | 0 | For |
| Fidelity | 1,645,817 | 0 | 0 | 0 | For |
| BlackRock | 1,644,042 | 0 | 0 | 0 | For |
| American Century | 1,527,668 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,101,760 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 1,033,052 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 979,650 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 960,000 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 850,000 | 0 | 0 | 0 | For |
| TIAA | 780,693 | 0 | 0 | 0 | For |
| Royce | 683,532 | 0 | 0 | 0 | For |
| Dimensional | 552,327 | 0 | 0 | 0 | For |
| Lord Abbett | 526,706 | 0 | 0 | 0 | For |
| Legg Mason | 455,400 | 0 | 0 | 0 | For |
| Charles Schwab | 413,693 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,940 | 0 | 0 | 0 | For |
| Equitable | 288,997 | 25,580 | 0 | 0 | Mixed |
| Bridge Builder Trust | 248,263 | 0 | 0 | 0 | For |
| Nuveen | 205,779 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 59,692 | 111,722 | 0 | 0 | Mixed |
| Hartford | 152,465 | 0 | 0 | 0 | For |
| Northwestern Mutual | 139,053 | 0 | 0 | 0 | For |
| Harbor Funds II | 126,822 | 0 | 0 | 0 | For |
| Victory Capital | 113,845 | 0 | 0 | 0 | For |
Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.
Combines 3 wordings of this item as funds reported it.
99% Majority: yes · of votes cast
Description as filed by funds: Election of three (3) Class I Directors: Jerome Grant
Universal Technical Institute, Inc.’s own tally for this item (“Elect Director: Jerome A. Grant”): 43,261,353 for, 565,181 against, per its Form 8-K filed March 18, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : The stockholders elected each of the three nominees as Class I Directors to serve a three-year term ending in 2029, or until the Director's successor is duly elected and qualified, as follows:”
Support: 99% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 92 asset managers below reported 21,604,479 for, 111,722 against, 2,976 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,973,230 | 0 | 0 | 0 | For |
| Thrivent | 1,967,751 | 0 | 0 | 0 | For |
| Fidelity | 1,645,817 | 0 | 0 | 0 | For |
| BlackRock | 1,644,042 | 0 | 0 | 0 | For |
| American Century | 1,527,668 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,101,760 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 1,033,052 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 979,650 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 960,000 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 850,000 | 0 | 0 | 0 | For |
| TIAA | 780,693 | 0 | 0 | 0 | For |
| Royce | 683,532 | 0 | 0 | 0 | For |
| Dimensional | 552,327 | 0 | 0 | 0 | For |
| Lord Abbett | 526,706 | 0 | 0 | 0 | For |
| Legg Mason | 455,400 | 0 | 0 | 0 | For |
| Charles Schwab | 413,693 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,940 | 0 | 0 | 0 | For |
| Equitable | 314,577 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 248,263 | 0 | 0 | 0 | For |
| Nuveen | 205,779 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 59,692 | 111,722 | 0 | 0 | Mixed |
| Hartford | 152,465 | 0 | 0 | 0 | For |
| Northwestern Mutual | 139,053 | 0 | 0 | 0 | For |
| Harbor Funds II | 126,822 | 0 | 0 | 0 | For |
| Victory Capital | 113,845 | 0 | 0 | 0 | For |
Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.
Combines 3 wordings of this item as funds reported it.
99.2% Majority: yes · of votes cast
Description as filed by funds: Election of three (3) Class I Directors: Shannon Okinaka
Universal Technical Institute, Inc.’s own tally for this item (“Elect Director: Shannon L. Okinaka”): 43,483,730 for, 342,609 against, per its Form 8-K filed March 18, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.
Reported outcome: Elected, in the filing’s own words: “Proposal 1 : The stockholders elected each of the three nominees as Class I Directors to serve a three-year term ending in 2029, or until the Director's successor is duly elected and qualified, as follows:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 92 asset managers below reported 21,578,899 for, 137,302 against, 2,976 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,973,230 | 0 | 0 | 0 | For |
| Thrivent | 1,967,751 | 0 | 0 | 0 | For |
| Fidelity | 1,645,817 | 0 | 0 | 0 | For |
| BlackRock | 1,644,042 | 0 | 0 | 0 | For |
| American Century | 1,527,668 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,101,760 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 1,033,052 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 979,650 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 960,000 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 850,000 | 0 | 0 | 0 | For |
| TIAA | 780,693 | 0 | 0 | 0 | For |
| Royce | 683,532 | 0 | 0 | 0 | For |
| Dimensional | 552,327 | 0 | 0 | 0 | For |
| Lord Abbett | 526,706 | 0 | 0 | 0 | For |
| Legg Mason | 455,400 | 0 | 0 | 0 | For |
| Charles Schwab | 413,693 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,940 | 0 | 0 | 0 | For |
| Equitable | 288,997 | 25,580 | 0 | 0 | Mixed |
| Bridge Builder Trust | 248,263 | 0 | 0 | 0 | For |
| Nuveen | 205,779 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 59,692 | 111,722 | 0 | 0 | Mixed |
| Hartford | 152,465 | 0 | 0 | 0 | For |
| Northwestern Mutual | 139,053 | 0 | 0 | 0 | For |
| Harbor Funds II | 126,822 | 0 | 0 | 0 | For |
| Victory Capital | 113,845 | 0 | 0 | 0 | For |
Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.
Combines 7 wordings of this item as funds reported it.
99.1% Approved · of votes cast
Description as filed by funds: To approve, on an advisory basis, the compensation of the Company's named executive officers.
Universal Technical Institute, Inc.’s own tally for this item (“3. The compensation of the Company's named executive officers”): 43,438,346 for, 369,885 against — passed, per its Form 8-K filed March 18, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 3 : The stockholders approved, on an advisory basis, the compensation of the Company's named executive officers as follows:”
Support: 99.1% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,973,230 | 0 | 0 | 0 | For |
| Thrivent | 1,967,751 | 0 | 0 | 0 | For |
| Fidelity | 1,645,817 | 0 | 0 | 0 | For |
| BlackRock | 1,644,042 | 0 | 0 | 0 | For |
| American Century | 1,527,668 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,101,760 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 1,033,052 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 979,650 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 960,000 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 850,000 | 0 | 0 | 0 | For |
| TIAA | 780,693 | 0 | 0 | 0 | For |
| Royce | 683,532 | 0 | 0 | 0 | For |
| Dimensional | 552,327 | 0 | 0 | 0 | For |
| Lord Abbett | 526,706 | 0 | 0 | 0 | For |
| Legg Mason | 455,400 | 0 | 0 | 0 | For |
| Charles Schwab | 413,693 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,940 | 0 | 0 | 0 | For |
| Equitable | 314,577 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 248,263 | 0 | 0 | 0 | For |
| Nuveen | 205,779 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 171,414 | 0 | 0 | 0 | For |
| Hartford | 152,465 | 0 | 0 | 0 | For |
| Northwestern Mutual | 139,053 | 0 | 0 | 0 | For |
| Harbor Funds II | 126,822 | 0 | 0 | 0 | For |
| Victory Capital | 113,845 | 0 | 0 | 0 | For |
Fund voting reports, all 92 managers: 21,738,371 for, 2,976 abstained. Showing the 25 largest; see all in the interactive database.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Coliseum Capital Management, LLC | 3,971,440 | 0 | 0 | 0 | For |
| Thrivent | 2,002,676 | 0 | 0 | 0 | For |
| CONGRESS ASSET MANAGEMENT CO | 1,764,102 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,653,306 | 0 | 0 | 0 | For |
| BlackRock | 1,607,747 | 0 | 0 | 0 | For |
| American Century | 1,594,827 | 0 | 0 | 0 | For |
| Hood River Capital Management LLC | 1,542,374 | 0 | 0 | 0 | For |
| WASATCH ADVISORS LP | 1,286,353 | 0 | 0 | 0 | For |
| GEODE CAPITAL MANAGEMENT, LLC | 1,181,078 | 0 | 0 | 0 | For |
| Nuveen | 996,407 | 0 | 0 | 0 | For |
| NEXT CENTURY GROWTH INVESTORS LLC | 966,759 | 0 | 0 | 0 | For |
| Point72 | 922,677 | 0 | 0 | 0 | For |
| State Street | 851,477 | 0 | 0 | 0 | For |
| LORD, ABBETT & CO. LLC | 710,451 | 0 | 0 | 0 | For |
| Alyeska Investment Group, L.P. | 630,059 | 0 | 0 | 0 | For |
| Loomis Sayles | 594,668 | 0 | 0 | 0 | For |
| Wellington | 591,433 | 0 | 0 | 0 | For |
| Fidelity | 586,036 | 0 | 0 | 0 | For |
| Clearbridge Investments, LLC | 548,972 | 0 | 0 | 0 | For |
| Park West Asset Management LLC | 471,923 | 0 | 0 | 0 | For |
| First Eagle Investment Management, LLC | 449,782 | 0 | 0 | 0 | For |
| Charles Schwab | 413,696 | 0 | 0 | 0 | For |
| Vanguard | 408,925 | 0 | 0 | 0 | For |
| Granahan Investment Management, LLC | 389,312 | 0 | 0 | 0 | For |
| BAILLIE GIFFORD & CO LTD | 385,288 | 0 | 0 | 0 | For |
Institutional-manager reports, all 213 managers: 32,910,672 for, 253,551 against, 391 not voted. Showing the 25 largest; see all in the interactive database.
99.8% Approved · of votes cast
Description as filed by funds: To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending September 30, 2026.
Universal Technical Institute, Inc.’s own tally for this item (“2. The appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending September 30, 2026”): 47,432,220 for, 64,550 against — passed, per its Form 8-K filed March 18, 2026 (Item 5.07).
Reported outcome: Approved, in the filing’s own words: “Proposal 2 : The stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the Company for the year ending September 30, 2026 as follows:”
Support: 99.8% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
The 92 asset managers below reported 21,714,625 for, 1,576 against, 2,976 abstained.
| Asset manager | For | Against | Abstain | Withheld | Vote |
|---|---|---|---|---|---|
| Vanguard | 2,973,230 | 0 | 0 | 0 | For |
| Thrivent | 1,967,751 | 0 | 0 | 0 | For |
| Fidelity | 1,645,817 | 0 | 0 | 0 | For |
| BlackRock | 1,644,042 | 0 | 0 | 0 | For |
| American Century | 1,527,668 | 0 | 0 | 0 | For |
| T. Rowe Price | 1,101,760 | 0 | 0 | 0 | For |
| Manager Directed Portfolios | 1,033,052 | 0 | 0 | 0 | For |
| WASATCH FUNDS TRUST | 979,650 | 0 | 0 | 0 | For |
| PROFESSIONALLY MANAGED PORTFOLIOS | 960,000 | 0 | 0 | 0 | For |
| NEEDHAM FUNDS INC | 850,000 | 0 | 0 | 0 | For |
| TIAA | 780,693 | 0 | 0 | 0 | For |
| Royce | 683,532 | 0 | 0 | 0 | For |
| Dimensional | 552,327 | 0 | 0 | 0 | For |
| Lord Abbett | 526,706 | 0 | 0 | 0 | For |
| Legg Mason | 455,400 | 0 | 0 | 0 | For |
| Charles Schwab | 413,693 | 0 | 0 | 0 | For |
| FIRST EAGLE FUNDS | 394,940 | 0 | 0 | 0 | For |
| Equitable | 314,577 | 0 | 0 | 0 | For |
| Bridge Builder Trust | 248,263 | 0 | 0 | 0 | For |
| Nuveen | 205,779 | 0 | 0 | 0 | For |
| RBB FUND, INC. | 171,414 | 0 | 0 | 0 | For |
| Hartford | 152,465 | 0 | 0 | 0 | For |
| Northwestern Mutual | 139,053 | 0 | 0 | 0 | For |
| Harbor Funds II | 126,822 | 0 | 0 | 0 | For |
| Victory Capital | 113,845 | 0 | 0 | 0 | For |
Showing the 25 largest of 92 asset managers. See all 92 in the interactive database.
Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 55,014,000 shares outstanding at the time of that meeting.
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Vanguard | 5.40% |
| 2 | Thrivent | 3.58% |
| 3 | Fidelity | 2.99% |
| 4 | BlackRock | 2.99% |
| 5 | American Century | 2.78% |
| 6 | T. Rowe Price | 2.00% |
| 7 | Manager Directed Portfolios | 1.88% |
| 8 | WASATCH FUNDS TRUST | 1.78% |
| 9 | PROFESSIONALLY MANAGED PORTFOLIOS | 1.75% |
| 10 | NEEDHAM FUNDS INC | 1.55% |
| # | Asset manager | % of shares outstanding |
|---|---|---|
| 1 | Coliseum Capital Management, LLC | 7.22% |
| 2 | Thrivent | 3.64% |
| 3 | CONGRESS ASSET MANAGEMENT CO | 3.21% |
| 4 | T. Rowe Price | 3.01% |
| 5 | BlackRock | 2.92% |
| 6 | American Century | 2.90% |
| 7 | Hood River Capital Management LLC | 2.80% |
| 8 | WASATCH ADVISORS LP | 2.34% |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 2.15% |
| 10 | Nuveen | 1.81% |
As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.
| Holder | % outstanding | Disclosure |
|---|---|---|
| BlackRock | 6.59% | 13F |
| Vanguard Group | 6.19% | 13F |
| T. Rowe Price | 3.09% | 13F |
| Point72 | 2.63% | 13F |
| Dimensional Fund Advisors | 2.36% | 13F |
| State Street | 1.88% | 13F |
| Wellington Management | 1.55% | 13F |
| Renaissance Technologies | 1.19% | 13F |
| Morgan Stanley | 1.01% | 13F |
Percentages above are of 55,014,000 shares outstanding, as reported by Universal Technical Institute, Inc. on its Form 10-Q dated December 31, 2025 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.
Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Universal Technical Institute, Inc.’s 10-Q dated December 31, 2025. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.
At Universal Technical Institute, Inc.'s shareholder meeting held March 12, 2026, in the 2025-2026 proxy season, 284 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 1,486 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory basis, the compensation of the Company's named executive officers. — Universal Technical Institute, Inc.'s filing reports the proposal as approved, with 99.1% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: Universal Technical Institute, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on March 18, 2026.
Universal Technical Institute, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).
Download data (CSV): ballot items · votes by manager · column guide.