UNIVERSAL TECHNICAL INSTITUTE INC (UTI)

CIK: 0001261654. SIC: 8200 Services-Educational Services. Latest 10-K as of: 2025-11-26.

SIC breadcrumb: Services > SIC Major Group 82 > SIC 8200 Services-Educational Services

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1261654. Latest filing source: 0001261654-25-000025.

Selected Fundamentals

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2025-11-26. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001261654.json. Derived margins are computed from the extracted annual SEC facts.

Flow metrics use full-year FY periods from 10-K/10-K/A filings; balance-sheet metrics use FY-end instants. Missing metrics are omitted rather than fabricated.

Financial Charts

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001261654.json.

Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived.

Quarterly Charts

Macro Cross-References

• CPIAUCSL - Consumer Price Index for All Urban Consumers: All Items in U.S. City Average
• UNRATE - Unemployment Rate
• FEDFUNDS - Federal Funds Effective Rate
• CES0500000003 - Average Hourly Earnings of All Employees, Total Private
• DFEDTARU - Federal Funds Target Range - Upper Limit
• DFEDTARL - Federal Funds Target Range - Lower Limit
• DGS3MO - Market Yield on U.S. Treasury Securities at 3-Month Constant Maturity
• DGS2 - Market Yield on U.S. Treasury Securities at 2-Year Constant Maturity
• DGS10 - Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity
• DGS30 - Market Yield on U.S. Treasury Securities at 30-Year Constant Maturity
• T10Y2Y - 10-Year Treasury Constant Maturity Minus 2-Year Treasury Constant Maturity
• CPILFESL - Consumer Price Index for All Urban Consumers: All Items Less Food and Energy
• CPIUFDSL - Consumer Price Index for All Urban Consumers: Food
• CPIENGSL - Consumer Price Index for All Urban Consumers: Energy
• CUSR0000SAH1 - Consumer Price Index for All Urban Consumers: Shelter
• PCEPI - Personal Consumption Expenditures: Chain-type Price Index
• PCEPILFE - Personal Consumption Expenditures Excluding Food and Energy: Chain-type Price Index
• PPIACO - Producer Price Index by Commodity: All Commodities
• T10YIE - 10-Year Breakeven Inflation Rate
• U6RATE - Total Unemployed, Plus All Marginally Attached Workers Plus Total Employed Part Time for Economic Reasons
• PAYEMS - All Employees, Total Nonfarm
• CIVPART - Labor Force Participation Rate
• EMRATIO - Employment-Population Ratio
• UNEMPLOY - Unemployed
• CE16OV - Employment Level
• ICSA - Initial Claims
• JTSJOL - Job Openings: Total Nonfarm
• JTSQUR - Quits: Total Nonfarm
• GDPC1 - Real Gross Domestic Product
• A191RL1Q225SBEA - Real Gross Domestic Product: Percent Change from Preceding Period
• INDPRO - Industrial Production: Total Index
• TCU - Capacity Utilization: Total Index
• HOUST - New Privately-Owned Housing Units Started: Total Units
• PERMIT - New Privately-Owned Housing Units Authorized in Permit-Issuing Places: Total Units
• RSAFS - Advance Retail Sales: Retail Trade
• PCE - Personal Consumption Expenditures
• DSPIC96 - Real Disposable Personal Income
• PSAVERT - Personal Saving Rate
• M2SL - M2
• BOPGSTB - U.S. International Trade in Goods and Services: Balance
• MSPUS - Median Sales Price of Houses Sold for the United States
• HSN1F - New One Family Houses Sold: United States
• RHORUSQ156N - Homeownership Rate in the United States
• TTLCONS - Total Construction Spending: Total Construction in the United States
• RRVRUSQ156N - Rental Vacancy Rate in the United States
• TOTALSL - Total Consumer Credit Owned and Securitized
• REVOLSL - Revolving Consumer Credit Owned and Securitized
• DRCCLACBS - Delinquency Rate on Credit Card Loans, All Commercial Banks
• GDP - Gross Domestic Product
• GPDI - Gross Private Domestic Investment
• GCE - Government Consumption Expenditures and Gross Investment
• PCEC - Personal Consumption Expenditures
• NETEXP - Net Exports of Goods and Services
• GFDEBTN - Federal Debt: Total Public Debt
• GFDEGDQ188S - Federal Debt: Total Public Debt as Percent of Gross Domestic Product
• FYFSD - Federal Surplus or Deficit
• FGRECPT - Federal Government Current Receipts
• FGEXPND - Federal Government: Current Expenditures
• MANEMP - All Employees, Manufacturing
• USCONS - All Employees, Construction
• USTRADE - All Employees, Retail Trade
• USFIRE - All Employees, Financial Activities
• USGOVT - All Employees, Government
• AWHAETP - Average Weekly Hours of All Employees, Total Private
• DGORDER - Manufacturers' New Orders: Durable Goods
• NEWORDER - Manufacturers' New Orders: Nondefense Capital Goods Excluding Aircraft
• BUSINV - Total Business Inventories
• EXPGS - Exports of Goods and Services
• IMPGS - Imports of Goods and Services
• IR - Import Price Index (End Use): All Commodities
• PPIFIS - Producer Price Index by Commodity: Final Demand

Latest quarter (10-Q)

Latest 10-Q source: 0001261654-26-000012.

Extracted between Part I Item 2 and the next Item 3/4 or Part II heading after HTML sanitization. Confidence: high. Filing date: 2026-05-07. Report date: 2026-03-31.

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the condensed consolidated financial statements and related notes included in this Quarterly Report on Form 10-Q and those in our 2025 Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those anticipated in such forward-looking statements as a result of certain factors, including but not limited to those described under “Risk Factors” in our 2025 Annual Report on Form 10-K and included in Part II, Item 1A of this Quarterly Report on Form 10-Q. See also “Cautionary Note Regarding Forward-Looking Statements” on page ii of this Quarterly Report on Form 10-Q.

Company Overview

Universal Technical Institute, Inc., which together with its subsidiaries is referred to as the “Company,” “we,” “us” or “our,” was founded in 1965 and is a leading workforce solutions provider serving students, partners, and communities nationwide. The Company offers high-quality education and training programs and support services for in-demand careers through its two reportable segments (also referred to as “divisions”): Universal Technical Institute and Concorde Career Colleges. We offer the majority of our programs in a hands-on learning model through labs and clinical placements, as well as classroom delivery and blended delivery models. Our reporting structure is as follows:

Universal Technical Institute (“UTI”): UTI operates 16 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs. UTI also offers manufacturer specific advanced training programs, which include student-paid electives, at our campuses and manufacturer or dealer sponsored training at certain campuses and dedicated training centers. Lastly, UTI provides dealer technician training or instructor staffing services to manufacturers.

Concorde Career Colleges (“Concorde”): Concorde operates across 18 campuses in eight states and online, offering degree, non-degree, certificate and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields. The Company has designated campuses that offer degree granting programs as “Concorde Career College” where allowed by state regulation. The remaining campuses are designated as “Concorde Career Institute.” Concorde believes in preparing students for their health care careers with practical, hands-on experiences including opportunities to learn while providing care to real patients. Prior to graduation, students will complete a number of hours in a clinical setting or externship, depending upon their program of study.

“Corporate” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments. See Note 15 of the notes to our condensed consolidated financial statements herein for additional details on our segments.

All of our campuses are accredited and are eligible for federal student financial assistance funds under the Higher Education Act of 1965, as amended, commonly referred to as Title IV Programs, which are administered by the U.S. Department of Education (“ED”). Our programs are also eligible for financial aid from federal sources other than Title IV Programs, such as the programs administered by the U.S. Department of Veterans Affairs and under the Workforce Innovation and Opportunity Act.

We believe that our industry-focused educational model and national presence has enabled us to develop valuable industry relationships, which provide us with significant competitive advantages and supports our market leadership, along with enabling us to provide highly specialized education to our students, resulting in enhanced employment opportunities and the potential for higher wages for our graduates.

Overview of the Three and Six Months Ended March 31, 2026

Revenues for the three months ended March 31, 2026 were $221.4 million, an increase of $14.0 million, or 6.7%, from the comparable period in the prior year. UTI revenues increased by approximately $8.5 million, or 6.3%, and Concorde revenues increased by approximately $5.5 million, or 7.5%. Both segment increases were primarily driven by higher average full-time active students and new program launches associated with the continued execution of our growth and diversification strategy.

Revenues for the six months ended March 31, 2026 were $442.2 million, an increase of $33.4 million, or 8.2%, from the comparable period in the prior year. UTI revenues increased by approximately $19.9 million, or 7.5%, and Concorde

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revenues increased by approximately $13.5 million, or 9.4%. Both segment increases were primarily driven by higher average full-time active students and new program launches associated with the continued execution of our growth and diversification strategy.

Total income from operations was $0.3 million and $16.0 million during the three and six months ended March 31, 2026, respectively, compared to $16.9 million and $44.3 million for the three and six months ended March 31, 2025. The decrease for the three and six months ended March 31, 2026 was primarily driven by approximately $11 million and $19 million, respectively, of strategic growth expenses for new programs and campuses expected to launch over the next several years. Productivity improvements and proactive cost reductions partially offset these growth expenses and have been a key part of our operating model for the past several years. We continue to identify and execute on optimization opportunities throughout our operations.

Business Strategy

Our business strategy has three key tenets: (i) to grow the business by more deeply penetrating existing target markets and adding new markets; (ii) to diversify the business by adding new locations, programs, and offerings that maximize the lifetime value of our students; and (iii) to continually optimize the business by constantly enhancing operational efficiency.

During the six months ended March 31, 2026, we executed the following as part of our business strategy:

•The Company announced Glendale, Arizona as the site of a new Concorde campus with approximately 53,000 square feet and capacity for more than 620 students. Pending receipt of the required regulatory approvals, the Company expects to open the new campus in 2027.

•The UTI San Antonio, Texas campus successfully opened in March 2026 as the Company’s first-ever campus focused exclusively on skilled trades programs. At its approximately 51,000 square foot facility, UTI San Antonio, Texas offers programs including aviation, welding, HVACR and various electrical training programs.

•We completed the expansion of the UTI Dallas, Texas campus, which allowed us to add aviation, HVACR, and multiple electrical and industrial technology programs. The expansion includes a new approximately 30,000 square foot facility near the existing campus and is expected to increase capacity by nearly 1,000 additional students.

•UTI announced that student recruitment has begun for its new Atlanta, Georgia campus. Scheduled to open in summer 2026, the UTI Atlanta, Georgia campus is the Company’s first campus in the state of Georgia. The approximately 117,000 square foot facility will offer multi-discipline programs in automotive, diesel, aviation, electrical, robotics and automation, HVACR and welding.

•In addition to its recently announced Glendale, Arizona campus, the Company announced three new campus locations as part of Phase II of its North Star strategy. These campuses include a UTI campus in Salt Lake City, Utah and Concorde campuses in Houston, Texas and Atlanta, Georgia. All are expected to open in 2027 pending regulatory approvals.

•Concorde announced plans to relocate its North Hollywood, California campus to a larger, modern facility in Burbank, California. The relocated campus is expected to open in spring 2027 and will occupy more than 48,000 square feet, enabling Concorde to expand healthcare program offerings and increase student capacity by up to 45% at the new location.

In addition, we continue to pursue other opportunities that align with our business strategy.

Regulatory Environment

See Note 16 of the notes to our condensed consolidated financial statements herein for a discussion of our regulatory environment.

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Results of Operations: Three Months Ended March 31, 2026 Compared to Three Months Ended March 31, 2025

The following table sets forth selected statements of operations data as a percentage of revenues for each of the periods indicated. 

Three Months Ended March 31,

2026

% of Revenue

2025

% of Revenue

Revenues

$

221,402 

100.0 

%

$

207,447 

100.0 

%

Operating expenses:

Educational services and facilities

117,429 

53.0 

%

102,488 

49.4 

%

Selling, general and administrative

103,634 

46.8 

%

88,106 

42.5 

%

Total operating expenses

221,063 

99.8 

%

190,594 

91.9 

%

Income from operations

339 

0.2 

%

16,853 

8.1 

%

Interest income

1,060 

0.5 

%

1,629 

0.8 

%

Interest expense

(993)

(0.4)

%

(1,657)

(0.8)

%

Other (expense) income, net

(23)

— 

%

9 

— 

%

Total other income (expense), net

44 

0.1 

%

(19)

— 

%

Income before income taxes

383 

0.2 

%

16,834 

8.1 

%

Income tax benefit (expense)

50 

— 

%

(5,388)

(2.6)

%

Net income

$

433 

0.2 

%

$

11,446 

5.5 

%

Revenues and Student Metrics

Three Months Ended March 31,

Student Metrics

2026

2025

% Change

Average full-time active students

26,385 

24,604

7.2 

%

Total new student starts

7,569 

6,650

13.8 

%

End of period full-time active students

26,405 

24,851

6.3 

%

Our revenues for the three months ended March 31, 2026 were $221.4 million, an increase of $14.0 million, or 6.7%, as compared to revenues of $207.4 million for the three months ended March 31, 2025. Average full-time active students for the three months ended March 31, 2025 was 26,385, an increase of 7.2% compared to the prior year. For the three months ended March 31, 2026, the increase in consolidated new student starts, average full-time active students and end of period full-time active students reflects the impact of new campus and program launches and expansions during recent years that further broadened access to high-demand skilled trades and healthcare training. These initiatives align with our growth and diversification strategy and continue to support strong enrollment trends across the UTI and Concorde segments.

Educational services and facilities expenses

The following table sets forth the significant components of our educational services and facilities expenses (in thousands):

Three Months Ended March 31,

2026

2025

$ Change

% Change

Compensation and related costs

$

68,239 

$

60,779 

$

7,460 

12.3 

%

Occupancy costs

14,942 

13,208 

1,734 

13.1 

%

Supplies, maintenance and student expense

19,245 

14,315 

4,930 

34.4 

%

Depreciation and amortization expense

8,465 

7,536 

929 

12.3 

%

Other educational services and facilities expenses

6,538 

6,650 

(112)

(1.7)

%

Total educational services and facilities expense

$

117,429 

$

102,488 

$

14,941 

14.6 

%

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Our educational services and facilities expenses were $117.4 million for the three months ended March 31, 2026, as compared to $102.5 million for the three months ended March 31, 2025. This increase was primarily due to the increased student volumes during the period and costs associated with the execution of our business strategy, partially offset by cost savings from our operational initiatives.

Compensation and related costs increased by $7.5 million for the three months ended March 31, 2026, primarily due to the addition of i

[Excerpt truncated for page length; source filing is linked above.]

Latest 10-K MD&A

Extracted between Item 7 and the next Item 7A/8 heading after HTML sanitization. Confidence: high. Filing date: 2025-11-26. Report date: 2025-09-30.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

You should read the following discussion together with the "Selected Financial Data" and the consolidated financial statements and the related notes included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements that are based on our current expectations, estimates and projections about our business and operations. Our actual results may differ materially from those currently anticipated and expressed in such forward-looking statements as a result of a number of factors, including those we discuss under “Risk Factors” “Cautionary Note Regarding Forward-Looking Statements” and elsewhere in this Annual Report on Form 10-K.

Company Overview

Universal Technical Institute, Inc., which together with its subsidiaries is referred to as the “Company,” “we,” “us” or “our,” was founded in 1965 and is a leading workforce solutions provider of transportation, skilled trades, energy and healthcare programs serving students, partners, and communities nationwide. We offer high-quality training programs and support services for in-demand careers through two reportable segments (also referred to as “divisions”): Universal Technical Institute and Concorde Career Colleges. We offer the majority of our programs in a hands-on learnings model through labs and clinical placements, as well as classroom delivery and blended delivery models. Our reporting structure is as follows:

Universal Technical Institute (“UTI”): UTI operates 15 campuses located in nine states and offers a wide range of degree and non-degree transportation and skilled trades technical training programs. UTI also offers manufacturer specific advanced training programs, which include student-paid electives, at our campuses and manufacturer or dealer sponsored training at certain campuses and dedicated training centers. Lastly, UTI provides dealer technician training or instructor staffing services to manufacturers.

Concorde Career Colleges (“Concorde”): Concorde operates 17 campuses located in eight states and online, offering degree, non-degree, and continuing education programs in the allied health, dental, nursing, patient care and diagnostic fields. The Company has designated certain campuses as “Concorde Career College;” where allowed by State regulation. The remaining campuses are designated as “Concorde Career Institute.” Concorde believes in preparing students for their healthcare careers with practical, hands-on experiences including opportunities to learn while providing care for real patients. Prior to graduation, students must complete a certain number of hours in a clinical setting or externship, depending upon their program of study. We acquired Concorde on December 1, 2022.

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“Corporate” includes corporate related expenses that are not allocated to the UTI or Concorde reportable segments. See Note 23 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on our segments.

All of our campuses are accredited and are eligible for federal student financial assistance funds under the Higher Education Act of 1965, as amended, commonly referred to as Title IV Programs, which are administered by the U.S. Department of Education (“ED”). Our programs are also eligible for financial aid from federal sources other than Title IV Programs, such as the programs administered by the U.S. Department of Veterans Affairs and under the Workforce Innovation and Opportunity Act.

We believe that our industry-focused educational model and national presence has enabled us to develop valuable industry relationships, which provide us with significant competitive advantages and supports our market leadership, and enables us to provide highly specialized education to our students, resulting in enhanced employment opportunities and the potential for higher wages for our graduates.

Revenues

Our revenues consist primarily of student tuition and fees derived from the programs we provide after reductions are made for discounts and scholarships that we sponsor and for refunds to students who withdraw from our programs prior to specified dates. Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 99% of our revenues for each of the years ended September 30, 2025, 2024 and 2023, respectively, consisted of gross tuition. We supplement our tuition and fee revenues with additional revenues from sales of textbooks and program supplies and other revenues, which are recognized as the transfer of goods or services occurs. Tuition revenue and fees generally vary based on the average number of students enrolled and average tuition charged per program.

For students at our UTI schools, we offer a proprietary loan program, where we provide the students who participate in this program with extended payment terms for a portion of their tuition, which is generally up to ten years. UTI also provides dealer technician training or instructor staffing services to manufacturers where revenue is recognized as the transfer of services occurs.

Student Enrollment and Tuition

Average full-time enrollments vary depending on, among other factors, the number of continuing students at the beginning of a period, new student enrollments during the period, students who have previously withdrawn but decide to re-enroll during the period, and graduations and withdrawals during the period. Our average full-time enrollments are influenced by the:

•Attractiveness of our program offerings to high school graduates and potential adult students;

•Effectiveness of our marketing efforts;

•Depth of our industry relationships;

•Strength of employment markets and long-term career prospects;

•Quality of our instructors and student services professionals;

•Persistence of our students;

•Length of our education programs;

•Availability of federal and alternative funding for our programs; and

•Number of graduates of our programs who elect to attend the advanced training programs we offer and general economic conditions.

The introduction of additional program offerings at existing campuses and the opening of additional campuses is expected to influence our average full-time enrollment. UTI currently offers start dates at its campuses that range from every three to twelve weeks throughout the year in the core programs. The number of start dates of UTI advanced training programs varies by the duration of those programs and the needs of the manufacturers that sponsor them. Concorde enrolls students throughout the year with core terms starting every month and clinical terms starting every ten or sixteen weeks. Concorde’s short courses start three to five times a year, depending on the campus. Although Concorde operates year-round with lower seasonality than UTI, Concorde experiences population fluctuations dictated by its clinical programmatic accreditors and how many student starts are allowed and the time required between those starts.

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Our tuition charges vary by type, length and level of the programs, such as core or advanced training. The UTI segment implemented average tuition rate increases of approximately 1.9%, 3.0% and 6.0% for each of the years ended September 30, 2025, 2024 and 2023, respectively, and the Concorde segment implemented average tuition rate increases of approximately 2.5%, 2.5% and 3.0% for the years ended September 30, 2025, 2024 and 2023, respectively. We regularly evaluate our tuition pricing based on individual campus markets, the competitive environment and ED regulations.

Our ability to start new students can be influenced by various factors including: the state of the general macro-economic environment and its impact on price sensitivity and the ability and willingness of students and their families to incur debt to fund their education; unemployment rates; competition; adverse media coverage; legislative, or regulatory actions and investigations by attorneys general and various agencies related to allegations of wrongdoing on the part of other companies within the education and training services industry, which can cast the aggregate “for-profit” education industry in a negative light; and pandemics and or other national, state or local emergencies as declared by various government authorities. For more information, see Item 1A. “Risk Factors.”

Financial Aid

Most students at our campuses rely on funds received under various government-sponsored student financial aid programs, predominantly Title IV Programs and various veterans' benefits programs, to pay a substantial portion of their tuition and other education-related expenses. Approximately 78% of our revenues, on a cash basis, were collected from funds distributed under Title IV Programs and various veterans' benefits programs for the year ended September 30, 2025 as calculated under the 90/10 rule.

The Company extends credit for tuition and fees, for a limited period of time, to the majority of our students. Our credit risk is mitigated through the students’ participation in federally funded financial aid and veterans' benefit programs unless students withdraw prior to the receipt by us of Title IV or veterans' benefit funds for those students. The financial aid and veterans' benefits programs are subject to political and budgetary considerations. There is no assurance that such funding will be maintained at current levels. Extensive and complex regulations govern the financial assistance programs in which our students participate. Our administration of these programs is periodically reviewed by various regulatory agencies. Any regulatory violation could be the basis for the initiation of potential adverse actions, including a suspension, limitation, placement on reimbursement status or termination proceeding, which could have a material adverse effect on our business.

If any of our institutions were to lose its eligibility to participate in federal student financial aid or veterans' benefit programs, the students at that institution, and other locations of that institution, would lose access to funds derived from those programs and would have to seek alternative sources of funds to pay their tuition and fees. The receipt of financial aid and veterans’ benefit funds reduces the students’ amounts due to us and has no impact on revenue recognition, as the transfer relates to the source of funding for the costs of education which may occur through Title IV, veterans’ benefit or other funds and resources available to the student. Additionally, we bear all credit and collection risk for the portion of our student tuition that is funded through the proprietary loan program.

Operating Expenses

We categorize our operating expenses as (i) educational services and facilities and (ii) selling, general and administrative.

Major components of educational services and facilities expenses include: faculty and other campus administration employees’ compensation and benefits; facility rent; maintenance; utilities; depreciation and amortization of property and equipment used in the provision of educational services; tools; training aids; royalties under our licensing arrangements; and other costs directly associated with teaching our programs and providing educational services to our students.

Selling, general and administrative expenses include: compensation and benefits, including stock-based compensation, of employees who are not directly associated with the provision of educational services, such as executive management, finance and central accounting, information technology, legal, human resources, marketing and student admissions; marketing and student enrollment expenses; professional services; provision for credit losses; costs associated with the implementation and operation of our student management and reporting system; rent for our corporate office headquarters; depreciation and amortization of property and equipment that is not used in the provision of educational services; and other costs that are incidental to our operations. All marketing and student enrollment expenses are recognized in the period incurred. Costs related to the opening of new facilities, excluding related capital expenditures, are expensed in the period incurred or when services are provided.

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2025 Overview

Our revenues for the year ended September 30, 2025 were $835.6 million, an increase of $102.9 million, or 14.0%, from the prior year. UTI revenues increased by $55.4 million, or 11.4%. Concorde revenues increased by $47.5 million, or 19.3%. Both segment increases were primarily due to overall growth in full-time active students and new program expansions.

Our operating expenses for the year ended September 30, 2025 were $752.1 million, an 11.6% increase over the prior year. In fiscal 2025, we had operating income of $83.5 million, a 41.7% increase when compared to $58.9 million in the prior year. This increase in operating income was primarily driven by the increased revenues from the larger student population. Additionally, productivity improvements and proactive cost reductions have been a key part of our operating model for the past several years, and we continue to identify and execute on optimization opportunities throughout our operations in both segments.

Net income for the year ended September 30, 2025 was $63.0 million, a 50% increase when compared to $42.0 million in the prior year.

Business Strategy

Our business strategy has three key tenets: to grow the business by more deeply penetrating existing target markets and adding new markets; to diversify the business by adding new locations, programs, and offerings that maximize the lifetime value of our students; and to continually optimize the business by constantly enhancing operational efficiency.

During the year ended September 30, 2025, we executed the following as part of our growth, diversification and optimization strategy:

•UTI announced Atlanta, Georgia as the location of the division’s next new campus (“UTI Atlanta”). Pending regulatory approvals, UTI Atlanta will open in 2026.

•UTI announced the division’s second new campus will be in San Antonio, Texas (“UTI San Antonio”). This new campus, once open, will be the first skilled trades and energy education focused campus. Pending regulatory approvals, UTI San Antonio will open in 2026, bringing the total number of UTI campuses nationwide to 17.

•UTI signed a new facility lease agreement for a major expansion of its Dallas, Texas campus, adding a new 30,000-square-foot facility expected to open in early 2026. The Dallas campus currently serves nearly 1,400 students. The expansion will accommodate approximately 1,000 additional students and introduce programs in Airframe and Powerplant; HVACR; and Electrical programs, pending all regulatory approvals.

•Concorde signed a new facility lease agreement related to our partnership with Heartland Dental to construct a new co-branded campus in Fort Myers, Florida, which is expected to open in early fiscal 2026, pending regulatory approvals, and will bring the total number of Concorde campuses nationwide to 18.

•UTI announced the expansion of its Manufacturer Specific Advanced Training program by adding Tesla's START Collision Repair program. Tesla's START program is an intensive training program that prepares individuals for successful careers at Tesla and began at the Long Beach, California campus in the third quarter of 2025.

•UTI launched its HVACR program at each of the Sacramento, California; Orlando, Florida; Rancho Cucamonga, California; and Miramar, Florida campuses during 2025. The program covers topics such as air handling, AC and DC circuits, sheet metal ductwork, and troubleshooting. This program is now offered at UTI campuses in seven states.

•UTI announced the expansion of its core automotive program to include new Battery Hybrid Electric Vehicle and Electric Vehicle (“EV”) courses with roll out completed during 2025 at the following campuses: Avondale, Arizona; Orlando, Florida; Bloomfield, New Jersey; Dallas, Texas; Austin, Texas; Houston, Texas; and Miramar, Florida. This expansion builds on existing EV training at UTI's California campuses and covers topics such as high-voltage vehicle operation, electric vehicle components, diagnosis, and service.

•UTI announced four new electrical programs. Several UTI campuses will begin offering Electrical, Electronics & Industrial Technology (EEIT); Electrical & Industrial Maintenance Technology (EIMT); Electrical, Robotics, and Automation Technology (ERAT); and Electrical & Wind Turbine Technology (EWTT), pending all regulatory approvals. The Exton, Pennsylvania and Mooresville, North Carolina campuses are the first campuses to begin teaching the EEIT program.

•UTI partnered with FirstCall Mechanical, a leading provider of HVACR services to commercial and industrial sectors, in connection with its early employment program. As part of this partnership, students in the HVACR

44

program at Mooresville, North Carolina; Orlando, Florida; and Austin, Texas can apply for roles at FirstCall Mechanical and start working while still in school.

•UTI also partnered with Loftin Equipment Company for its early employment program. Offered at campuses in Houston, Dallas and Austin, Texas, and Avondale, Arizona, this program gives diesel technology students the opportunity to gain paid work experience while completing their education. Students enrolled in the industrial maintenance program in Houston, Texas are also eligible for this opportunity.

•Concorde announced plans to relocate its Aurora, Colorado campus to Denver, Colorado to increase its campus footprint and expand student capacity to address the skilled workforce gap. Pending receipt of regulatory approvals, the new 60,000-square-foot facility will offer expanded programs and enhanced simulation and dental hygiene clinic spaces to support student learning and community engagement. Construction is underway, with opening planned for 2026.

•Concorde began expanding access to its respiratory therapy programs to address the rising national demand for such therapists. Eight campuses have received programmatic approval to increase enrollment, with one pending. Concorde is also growing its hospital partnership model, which now includes partnerships with 20 hospital systems across 11 states.

In addition, we continue to pursue other opportunities that align with our growth, diversification and optimization strategy.

Consolidated Results of Operations for the Year Ended September 30, 2025 Compared to Year Ended September 30, 2024

The following table sets forth selected statements of operations data (in thousands) and as a percentage of revenues for each of the periods indicated.

Year Ended September 30,

2025

% of Revenue

2024

% of Revenue

Revenues

$

835,616 

100.0 

%

$

732,687 

100.0 

%

Operating expenses:

Educational services and facilities

420,491 

50.3 

%

384,529 

52.5 

%

Selling, general and administrative

331,656 

39.7 

%

289,267 

39.5 

%

Total operating expenses

752,147 

90.0 

%

673,796 

92.0 

%

Income from operations

83,469 

10.0 

%

58,891 

8.0 

%

Interest income (expense), net

540 

0.1 

%

(3,157)

(0.4)

%

Other income (expense), net

265 

— 

%

496 

0.1 

%

Total other income (expense), net

805 

0.1 

%

(2,661)

(0.3)

%

Income before income taxes

84,274 

10.1 

%

56,230 

7.7 

%

Income tax expense

(21,256)

(2.5)

%

(14,229)

(1.9)

%

Net income

63,018 

7.6 

%

42,001 

5.8 

%

Preferred stock dividends

— 

— 

%

(1,097)

(0.1)

%

Income available for distribution

63,018 

7.6 

%

40,904 

5.7 

%

Income allocated to participating securities

— 

— 

%

(2,855)

(0.4)

%

Net income available to common shareholders

63,018 

7.6 

%

38,049 

5.3 

%

45

Revenues and Student Metrics

Year Ended September 30,

Student Metrics

2025

2024

% Change

Average full-time active students

24,618 

22,285 

10.5 

%

Total new student starts

29,793 

26,885 

10.8 

%

End of period full-time active students

27,679 

25,620 

8.0 

%

Our revenues for the year ended September 30, 2025 were $835.6 million, an increase of $102.9 million, or 14.0%, as compared to revenues of $732.7 million for the year ended September 30, 2024. Average full-time active students for the year ended September 30, 2025 was 24,618, an increase of 10.5% over the prior year primarily due to increased student demand across both segments. During fiscal 2025, we launched 19 new programs across the UTI and Concorde divisions, which included nine new full-length programs, eight within the UTI segment and one within the Concorde segment, along with 10 shorter, cash-pay courses at Concorde. The revenue growth reflects the full-year impact of new program launches and expansions during recent years that further broadened access to high-demand skilled trades and healthcare training. These initiatives align with our growth, diversification, and optimization strategy and continue to support strong enrollment trends across the UTI and Concorde segments. Revenues also increased due to tuition rate increases in both divisions during the year.

Educational services and facilities expenses

The following table sets forth the significant components of our educational services and facilities expenses (in thousands):

Year Ended September 30,

Year over Year Change

Year over Year % Change

2025

2024

Compensation and related costs

$

243,015 

$

215,899 

$

27,116 

12.6 

%

Occupancy costs

55,949 

52,366 

3,583 

6.8 

%

Supplies, maintenance and student expense

57,046 

59,087 

(2,041)

(3.5)

%

Depreciation and amortization expense

30,558 

26,802 

3,756 

14.0 

%

Other educational services and facilities expenses

33,923 

30,375 

3,548 

11.7 

%

Total educational services and facilities expense

$

420,491 

$

384,529 

35,962 

9.4 

%

Our educational services and facilities expenses for the year ended September 30, 2025 were $420.5 million, representing an increase of $36.0 million, or 9.4%, as compared to $384.5 million for the year ended September 30, 2024. This increase was primarily due to the increase in average full-time active students during the year.

Compensation and related costs increased $27.1 million for the year ended September 30, 2025 primarily due to additional instructors and other personnel hired to support the newly launched and expanded programs and the increase in student population.

Occupancy costs increased $3.6 million for the year ended September 30, 2025 primarily due to our growth strategy and expansion efforts. We took possession and recorded facility leases for three new campus locations, one campus relocation, and one campus expansion during the current year, each of which we anticipate opening to students in fiscal 2026.

Supplies, maintenance and student expenses decreased $2.0 million for the year ended September 30, 2025 primarily due to a decrease in student housing expenses of approximately $6.3 million, partially offset by increased supplies and training costs to support our larger student population.

Depreciation and amortization expense increased $3.8 million related to continued investments in campus facilities and equipment to support our new programs that launched during fiscal 2025.

Other educational services and facilities expenses increased by $3.5 million which is primarily attributable to higher costs incurred to support our expanded programs and campus operations.

46

Selling, general and administrative expenses

The following table sets forth the significant components of our selling, general and administrative expenses (in thousands):

Year Ended September 30,

Year over Year Change

Year over Year % Change

2025

2024

Compensation and related costs

$

161,882 

$

147,702 

$

14,180 

9.6 

%

Advertising and marketing expense

88,590 

78,261 

10,329 

13.2 

%

Other selling, general and administrative expenses

81,184 

63,304 

17,880 

28.2 

%

Total selling, general and administrative expenses

$

331,656 

$

289,267 

42,389 

14.7 

%

Our selling, general and administrative expenses for the year ended September 30, 2025 were $331.7 million, representing an increase of $42.4 million, or 14.7%, as compared to $289.3 million for the year ended September 30, 2024. This increase was primarily due to costs associated with our business strategies.

Compensation and related costs increased by $14.2 million for the year ended September 30, 2025 as compared to the prior year, primarily due to additional personnel across corporate functions and support operations to execute on our growth strategy.

Advertising and marketing expenses increased by $10.3 million for the year ended September 30, 2025 as compared to the prior year. Advertising expense as a percentage of revenues decreased slightly to 10.6% for the year ended September 30, 2025 as compared to 10.7% in the prior year.

Other selling, general and administrative expenses increased by $17.9 million for the year ended September 30, 2025 as compared to the prior year. The increase was primarily driven by a $13.6 million increase in the provision for credit losses due to growth in revenues and higher student volumes. Software expenses increased by approximately $3.0 million, reflecting continued investment in technology infrastructure to enhance operational efficiency and scalability. Employee-related costs increased by $1.4 million, primarily due to higher recruiting and job advertising costs to support hiring as we continue to expand our operations.

Other (expense) income, net

Other income, net for the year ended September 30, 2025 was $0.8 million, compared to other expense, net of $2.7 million for the year ended September 30, 2024. The $0.8 million of other income, net in fiscal 2025 is primarily comprised of interest income of $6.2 million, partially offset by $5.6 million of interest expense from our revolving credit facility and term loans. The decrease in expense in the current year is due to repaying the outstanding balance of our revolving credit facility throughout the year with available cash on hand.

Income taxes

Our income tax expense for the year ended September 30, 2025 was $21.3 million, or 25.2% of pre-tax income, compared to $14.2 million, or 25.3% of pre-tax income, for the year ended September 30, 2024. The effective income tax rate for the year ended September 30, 2025 differed from the federal statutory tax rate of 21% primarily due to non-deductible executive compensation, stock compensation, refinements to the federal research and development tax credits, and state and local income and franchise taxes. The effective income tax rate for the year ended September 30, 2024 differed from the federal statutory rate of 21% primarily due to non-deductible executive compensation, stock compensation, change in valuation allowance, federal research and development tax credits, and state and local income and franchise taxes. See Note 16 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further discussion.

Preferred stock dividends

As of December 18, 2023, no shares of the Series A Preferred Stock remained outstanding and all rights of the holders to

receive future dividends have been terminated due to the combination of the repurchase and conversion of all outstanding

preferred shares.

47

Pursuant to the Certificate of Designations of the Series A Preferred Stock, we paid cash dividends of $1.1 million during the year ended September 30, 2024. See Note 19 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for further discussion of the preferred stock.

Income available for distribution

Income available for distribution refers to net income reduced by dividends on our Series A Preferred Stock. As a result of the foregoing, we reported income available for distribution for the years ended September 30, 2025 and 2024 of $63.0 million and $40.9 million, respectively.

Income allocated to participating securities

Our previously outstanding Series A Preferred Stock was considered a participating security because, in the event that we pay a dividend or make a distribution on the outstanding common stock, we were required to pay each holder of the Series A Preferred Stock a dividend on an as-converted basis. The two-class method is an earnings allocation formula that determines earnings per share for common stock and participating securities according to dividend and participation rights in undistributed earnings. Under this method, all earnings, distributed and undistributed, are allocated to common shares and participating securities based on their respective rights to receive dividends.

As noted above, no shares of the Series A Preferred Stock remain outstanding and all rights of the holders to receive future dividends were terminated on December 18, 2023. There was no income was allocated to participating securities for the year ended September 30, 2025. The amount of income allocated to the participating securities for the year ended September 30, 2024 was $2.9 million.

Net income available to common shareholders

After allocating the income to the participating securities, we had $63.0 million and $38.0 million of net income available to common shareholders for the years ended September 30, 2025 and 2024, respectively.

Segment Results of Operation for the Year Ended September 30, 2025 Compared to Year Ended September 30, 2024

The summary of segment financial information below should be referenced in connection with a review of the following discussion of our segment results from operations for the years ended September 30, 2025 and 2024 (dollars in thousands), including comparisons of our year-over-year performance between these years.

The following table presents results for the activity for our reportable operating segments for the fiscal years ended September 30, 2025 and 2024:

UTI

Concorde

Corporate

Consolidated

Year Ended September 30, 2025

Revenues

$

541,816 

$

293,800 

$

— 

$

835,616 

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(1)

6,530 

3,704 

3,779 

14,013 

Corporate Support(2)

44,485 

11,589 

(56,074)

— 

Total Operating Expenses

447,446 

257,671 

47,030 

752,147 

Income (loss) from operations

94,370 

36,129 

(47,030)

83,469 

Net income (loss)

$

89,901 

$

36,001 

$

(62,884)

$

63,018 

48

UTI

Concorde

Corporate

Consolidated

Year Ended September 30, 2024

Revenues

$

486,376 

$

246,311 

$

— 

$

732,687 

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(1)

6,048 

4,033 

1,863 

11,944 

Corporate Support(2)

34,406 

11,293 

(45,699)

— 

Total Operating Expenses

408,620 

225,507 

39,669 

673,796 

Income (loss) from operations

77,756 

20,804 

(39,669)

58,891 

Net income (loss)

$

71,646 

$

21,048 

$

(50,693)

$

42,001 

(1)     Other expenses include employee-related, travel and entertainment expenses.

(2)     Corporate support primarily include costs for information technology, human resources, accounting and finance support services.

Segment Revenue and Student Metrics

Year Ended September 30,

Student Metrics

2025

2024

% Change

UTI

Average full-time active students

14,913 

13,810 

8.0 

%

Total new student starts

16,339 

15,138 

7.9 

%

End of period full-time active students

16,841 

15,873 

6.1 

%

Concorde

Average full-time active students

9,705 

8,475 

14.5 

%

Total new student starts

13,454 

11,747 

14.5 

%

End of period full-time active students

10,838 

9,747 

11.2 

%

UTI Segment

Revenues for UTI for the year ended September 30, 2025 were $541.8 million, an increase of $55.4 million, or 11.4%, versus the prior year. Revenue increased primarily due to an 8.0% increase in average full-time active students and new program launches associated with continued execution of our growth and diversification strategy. Additionally, UTI segment implemented average tuition rate increases of approximately 1.9% during the year.

Concorde Segment

Revenues for Concorde for the year ended September 30, 2025 were $293.8 million, an increase of $47.5 million, or 19.3%, versus the prior year. Revenue increased primarily due to a 14.5% increase in average full-time active students. Additionally, the Concorde segment implemented average tuition rate increases of approximately 2.5% during the year.

49

Segment Operating Expenses

UTI Segment

Compensation and benefits increased by $15.2 million for the year ended September 30, 2025 as compared to the prior year, primarily due to higher headcount and related personnel costs to support new program launches, expanded campus operations, and increased student volumes.

Advertising expense increased by $5.5 million for the year ended September 30, 2025 as compared to the prior year. While advertising expense as a percentage of revenue was 10.5% for both the year ended September 30, 2025 and 2024, the increase in costs reflects continued investment in marketing initiatives that support average full-time active student growth and align with overall revenue trends.

Occupancy expense increased by $3.7 million, primarily due to recording facility leases for two new campus locations and one campus expansion during the current year, each of which we anticipate opening to students in fiscal 2026.

Student-related expenses decreased by $4.2 million compared to the prior year, primarily due to lower student housing expenses.

General operations expense increased by $6.3 million, primarily due to an increase in the provision for credit losses due to growth in revenues and higher student volumes.

Concorde Segment

Compensation and benefits increased by $15.7 million for the year ended September 30, 2025 as compared to the prior year, primarily due to additional instructional and administrative headcount and related compensation costs to support new program growth and increased student volumes.

Advertising expense increased by $4.8 million for the year ended September 30, 2025 as compared to the prior year. Advertising expense as a percentage of revenues decreased slightly to 10.4% for the year ended September 30, 2025 as compared to 10.5% in the prior year.

Occupancy expense increased by $1.3 million, primarily due to recording facility leases for one new campus location and one campus relocation during the current year, each of which we anticipate opening to students in fiscal 2026.

General operations expense increased by $9.4 million for the year ended September 30, 2025 as compared to the prior year, primarily due to a $7.2 million increase in the provision for credit losses due to growth in revenues and higher student volumes. The increase also reflects a $1.2 million increase in software expenses, representing continued investment in technology to support the execution of our growth, diversification, and optimization strategy, and a $0.6 million increase in insurance premiums associated with the expansion of operations and programs.

Professional and contract services decreased by $3.3 million for the year ended September 30, 2025 as compared to the prior year. The decrease in professional and contract services was primarily due to lower legal and consulting expenses as several integration activities were completed in the prior year.

Student-related expenses increased by $1.9 million compared to the prior year, primarily due to higher spending on student training aids and compliance testing costs to support our larger student population.

Depreciation and amortization expense increased by $2.4 million for the year ended September 30, 2025 as compared to the prior year, primarily due to continued investments in facilities and equipment to support new and expanded program offerings.

Corporate Segment

Compensation and benefits increased by $10.4 million for the year ended September 30, 2025 as compared to the prior year, primarily due to higher corporate headcount to execute on our business strategies.

General operations expense increased by $1.6 million for the year ended September 30, 2025 as compared to the prior year, primarily due to higher software expenses reflecting continued investment in technology to support the execution of our growth, diversification, and optimization strategy.

50

Professional and contract services increased by $3.6 million for the year ended September 30, 2025 as compared to the prior year, primarily due to higher legal, consulting, and other professional service costs supporting corporate initiatives and continued execution of our growth, diversification, and optimization strategy.

Other expenses increased by $1.9 million for the year ended September 30, 2025 as compared to the prior year, primarily due to higher recruiting and job advertising costs to support hiring as we continue to expand our operations.

For a discussion of the financial results of operations for the year ended September 30, 2023, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 2024 Form 10-K filed with the SEC on December 5, 2024 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.

Non-GAAP Financial Measures

Our earnings before interest, tax, depreciation and amortization (“EBITDA”) for the years ended September 30, 2025, 2024 and 2023 were $116.7 million, $88.7 million and $47.1 million, respectively. We define EBITDA as net income (loss) for the year, before interest (income) expense, income tax expense (benefit), and depreciation and amortization.

EBITDA is a non-GAAP financial measure which is provided to supplement, but not substitute for, the most directly comparable GAAP measure. We choose to disclose this non-GAAP financial measure because it provides an additional analytical tool to clarify our results from operations and helps to identify underlying trends. Additionally, this measure helps compare our performance on a consistent basis across time periods. Management also utilizes EBITDA as an internal performance measure. To obtain a complete understanding of our performance, this measure should be examined in connection with net income (loss) determined in accordance with GAAP. Since the items excluded from this measure are significant components in understanding and assessing financial performance under GAAP, this measure should not be considered to be an alternative to net income (loss) or any other measures derived in accordance with GAAP as a measure of our operating performance or profitability. Exclusion of items in our 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 calculate EBITDA differently than we do, limiting its usefulness as a comparative measure across companies. Investors are encouraged to use GAAP measures when evaluating our financial performance.

EBITDA reconciles to net income as follows (in thousands):

Year Ended September 30,

2025

2024

2023

Net income

$

63,018 

$

42,001 

$

12,322 

Interest (income) expense, net

(540)

3,157 

3,795 

Income tax expense

21,256 

14,229 

5,765 

Depreciation and amortization

32,958 

29,324 

25,215 

EBITDA

$

116,692 

$

88,711 

$

47,097 

Liquidity and Capital Resources

Overview of Liquidity

Based on past performance and current expectations, we believe that our cash flows from operations, cash on hand and investments will satisfy our working capital needs, capital expenditures, commitments and other liquidity requirements associated with our existing operations, as well as announced growth, diversification and optimization initiatives through the next fiscal year and beyond. Our cash position is available to fund strategic long-term growth initiatives, including opening additional campuses in new markets and the creation and expansion of new programs in existing markets where we continue to optimize utilization of our campus facilities.

Our aggregate liquidity as of September 30, 2025 totaled $254.5 million and was comprised of cash and cash equivalents of $127.4 million, $41.8 million of short-term investments, and $85.4 million in availability on our revolving credit facility. This represents an increase of $23.6 million from our total liquidity as of September 30, 2024.

51

Strategic Uses of Cash

We believe that uses of our cash resources may include consideration of strategic acquisitions and organic growth initiatives, purchase of real estate assets, subsidizing funding alternatives for our students, and the repurchase of common stock, among others. To the extent that potential acquisitions are large enough to require financing beyond cash from operations, cash and cash equivalents, short-term investments, or available revolving credit facility capacity, or we need capital to fund operations, new campus openings or expansion of programs at existing campuses, we may enter into additional credit facilities, issue debt or issue additional equity.

Long-term Debt and Letter of Credit

As of September 30, 2025, we had $87.4 million of long-term debt outstanding, which is comprised of two term loans, a finance lease and our revolving credit facility. Of the $87.4 million outstanding, $27.5 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% and a tranche rate adjustment of 0.046% over the seven-year term secured in connection with the UTI Avondale, Arizona campus property purchased in December 2020. Approximately $36.1 million relates to a term loan that bears interest at the rate of Term SOFR plus 2.0% over the seven-year term, secured in connection with the purchase of the UTI Lisle, Illinois campus property in February 2022. Approximately $3.8 million relates to a finance lease for a campus within our Concorde segment. The remaining $20.0 million relates to funds drawn from the $125.0 million revolving credit facility for working capital purposes. In October 2025, we used cash on hand to repay $20.0 million outstanding on the revolving credit facility which increased the overall availability under the revolving credit facility to $105.4 million. As of September 30, 2025, we were in compliance with all debt covenants.

In July 2025, we issued a letter of credit to ED under the revolving credit facility for $19.6 million, which expires on June 30, 2026, to satisfy the agency’s requirements for initiating growth plans prior to completing two fiscal years under UTI ownership. With the placement of this letter of credit, we have been granted permission to begin seeking new program and campus approvals for Concorde.

Dividends

We currently do not pay a cash dividend on our common stock. With the Series A Preferred Stock repurchase and subsequent conversion of remaining shares to common stock in December 2023, there were no dividend payments related to the Series A Preferred Stock during the year ended September 30, 2025. We paid preferred stock cash dividends of $1.1 million during the year ended September 30, 2024. See Note 19 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K for additional details on the conversion of our preferred stock.

Principal Sources of Liquidity

Our principal source of liquidity is operating cash flows and existing cash and cash equivalents. A majority of our revenues are derived from Title IV Programs and various veterans’ benefits programs. Federal regulations dictate the timing of disbursements of funds under Title IV Programs. Students must apply for new funding for each academic year consisting of 30-week periods. Loan funds are generally provided in two disbursements for each academic year. The first disbursement for first-time borrowers is usually received 30 days after the start of a student’s academic year, and the second disbursement is typically received at the beginning of the 16th week from the start of the student’s academic year. Under our UTI proprietary loan program, we bear all credit and collection risk and students are not required to begin repayment until six months after the student completes or withdraws from his or her program. Similarly, we bear all credit and collection risk for students paying through cash payment plans and those under retail installment contracts. These factors, together with the timing of when our students begin their programs, affect the timing and seasonality of our operating cash flow.

Surety Bonds

Each of our campuses must be authorized by the applicable state education agency in which the campus is located to operate and to grant certificates, diplomas or degrees to its students. Our campuses are subject to extensive, ongoing regulation by each of these states. Additionally, our campuses are required to be authorized by the applicable state education agencies of certain other states in which our campuses recruit students. Our insurers issue surety bonds for us on behalf of our campuses and admissions representatives with multiple states to maintain authorization to conduct our business. We are obligated to reimburse our insurers for any surety bonds that are paid by the insurers. As of September 30, 2025, the total face amount of these surety bonds was approximately $29.3 million.

52

Operating Activities

Our net cash provided by operating activities was $97.3 million and $85.9 million for the years ended September 30, 2025 and 2024, respectively.

Net income, after adjustments for non-cash items, provided cash of $151.5 million for the year ended September 30, 2025. The non-cash items included $33.0 million for depreciation and amortization expense, $23.8 million for amortization of right-of-use assets for operating leases, $22.1 million for the provision for credit losses, and $9.2 million for stock-based compensation expense.

Changes in operating assets and liabilities for the year ended September 30, 2025 used cash of $54.2 million primarily due to the following:

•The increase in receivables used cash of $38.7 million and was primarily due to the timing of Title IV disbursements and other cash receipts on behalf of our students.

•Changes in our operating lease liability as a result of rent payments used cash of $22.1 million.

•The change in other assets used cash of $6.7 million and was primarily due to higher utilization of retail installment contracts.

•The increase in notes receivable used cash of $5.2 million and was primarily due to higher utilization of UTI’s proprietary loan program.

•Changes in prepaid expenses used cash of $1.7 million primarily due to the timing of payments.

•The increase in our income tax payable provided cash of $11.4 million.

•Changes in our accounts payable and accrued expenses due to the timing of payments provided cash of $11.2 million.

Net income, after adjustments for non-cash items, provided cash of $114.2 million for the year ended September 30, 2024. The non-cash items included $29.3 million for depreciation and amortization expense, $21.9 million for amortization of right-of-use assets for operating leases, $8.6 million for stock-based compensation expense, $7.5 million for provision for credit losses and $4.4 million of deferred taxes.

Changes in operating assets and liabilities for the year ended September 30, 2024 used cash of $28.3 million primarily due to the following:

•Changes in our operating lease liability as a result of rent payments used cash of $22.4 million.

•The increase in receivables used cash of $12.1 million and was primarily due to the timing of Title IV disbursements and other cash receipts on behalf of our students.

•The increase in notes receivable used cash of $5.8 million and was primarily due to higher utilization of UTI’s proprietary loan program.

•Changes in our accounts payable and accrued expenses due to the timing of payments provided cash of $13.2 million.

•The change in deferred revenue provided cash of $6.8 million and was primarily attributable to the timing of student starts, the number of students in school and where they were at period end in relation to completion of their program at September 30, 2024 as compared to September 30, 2023.

Investing Activities

For the year ended September 30, 2025, net cash used in investing activities was $87.9 million. The cash used was primarily related to the purchase of held-to-maturity investments of $68.4 million and the purchase of property and equipment of $42.0 million to support new program expansions at both UTI and Concorde, partially offset by $22.3 million in proceeds received upon maturity of investments.

For the year ended September 30, 2024, net cash used in investing activities was $24.0 million. The cash outflow was primarily related to the purchase of property and equipment of $24.3 million to support new program expansions at both UTI and Concorde.

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Financing Activities

For the year ended September 30, 2025, net cash used by financing activities was $42.8 million which was primarily related to $36.0 million in net payments on the revolving credit facility, or $62.0 million in payments offset by $26.0 million in proceeds. Additional uses of cash included payroll taxes paid for stock-based compensation through shares withheld of $4.8 million, and the payment of long-term debt of $2.7 million.

For the year ended September 30, 2024, net cash used by financing activities was $51.3 million which was primarily related to $34.0 million in net payments on the revolving credit facility, or $75.0 million in payments offset by $41.0 million in proceeds. Additionally, $11.5 million was used to repurchase Series A Preferred Stock. Other uses of cash included payroll taxes paid for stock-based compensation through shares withheld of $2.2 million, the payment of long-term debt of $2.5 million, and the payment of preferred stock dividends of $1.1 million.

For a discussion of our liquidity for the year ended September 30, 2023, refer to Part II, Item 7, “Management’s Discussion and Analysis of Financial Position and Results of Operations,” of our 2024 Form 10-K filed with the SEC on December 5, 2024 which discussion is incorporated herein by reference and which is available free of charge on the SEC’s website at www.sec.gov.

Share Repurchase Program

On December 10, 2020, our board of directors authorized a share repurchase plan that would allow for the repurchase of up to $35.0 million of our common stock in the open market or through privately negotiated transactions. We did not repurchase any shares under this plan during the years ended September 30, 2025, 2024, and 2023.

Seasonality

Our operating results normally fluctuate as a result of seasonal variations in our business, principally due to changes in total student population and costs associated with opening or expanding our campuses. Our student population varies as a result of new student enrollments, graduations and student attrition. Historically, we have had lower student populations in our third quarter than in the remainder of our year because fewer students are enrolled during the summer months. Additionally, we have had higher student populations in our fourth quarter than in the remainder of the year because more students enroll during this period. Our expenses, however, do not vary significantly with changes in student population and revenues and, as a result, such expenses do not fluctuate significantly on a quarterly basis. We expect quarterly fluctuations in operating results to continue as a result of seasonal enrollment patterns. Such patterns may change, however, as a result of new school openings, new program introductions, increased enrollments of adult students or acquisitions. Furthermore, our revenues for the first quarter ending December 31 are impacted by the closure of our campuses for a week in December for a holiday break and during which we do not earn revenue.

Revenues

(Dollars shown in thousands)

Year Ended September 30,

2025

2024

2023

Three Month Period Ending:

Amount

Percent

Amount

Percent

Amount

Percent

December 31

$

201,429 

24.1 

%

$

174,695 

23.8 

%

$

120,004 

19.8 

%

March 31

207,447 

24.8 

%

184,176 

25.1 

%

163,820 

27.0 

%

June 30

204,298 

24.4 

%

177,458 

24.2 

%

153,286 

25.2 

%

September 30

222,442 

26.7 

%

196,358 

26.9 

%

170,298 

28.0 

%

Total fiscal year

$

835,616 

100.0 

%

$

732,687 

100.0 

%

$

607,408 

100.0 

%

The increase in revenues for each of the three months ended December 31, 2024, March 31, 2025, June 30, 2025 and September 30, 2025, as compared to the same periods in fiscal 2024, was due to an increase in student population and program expansions during recent years, including 2025.

The increase in revenues for each of the three months ended December 31, 2023, March 31, 2024, June 30, 2024 and September 30, 2024, as compared to the same periods in fiscal 2023, was due to an increase in student population during fiscal 2024. Revenues from the Concorde segment presented in the year ended September 30, 2023 column represents the period of UTI’s ownership, or December 1, 2022 through September 30, 2023.

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Income from Operations

(Dollars shown in thousands)

Year Ended September 30,

2025

2024

2023

Three Month Period Ending:

Amount

Percent

Amount

Percent

Amount

Percent

December 31

$

27,478 

32.9 

%

$

14,231 

24.2 

%

$

4,448 

20.8 

%

March 31

16,853 

20.2 

%

11,192 

19.0 

%

5,949 

27.8 

%

June 30

14,152 

17.0 

%

7,446 

12.6 

%

663 

3.1 

%

September 30

24,986 

29.9 

%

26,022 

44.2 

%

10,339 

48.3 

%

Total fiscal year

$

83,469 

100.0 

%

$

58,891 

100.0 

%

$

21,399 

100.0 

%

The increase in income from operations for fiscal 2025 was primarily due to increased revenues as a result of a higher student population, as well as continued execution of cost control measures. Operating income for fiscal 2025 reflected a more balanced distribution across quarters compared to prior years, with a higher proportion recognized in the first quarter and a lower proportion in the fourth quarter. The shift primarily reflects the timing of expenses.

The decrease in income from operations for fiscal year 2024 was primarily due to increased revenues as a result of a higher student population, as well as continued execution of cost control measures. Income from the Concorde segment presented in the year ended September 30, 2023 column represents the period of UTI’s ownership, or December 1, 2022 through September 30, 2023.

Effect of Inflation

To date, inflation has not had a significant effect on our operations.

Critical Accounting Estimates

Our discussion of our financial condition and results of operations is based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP. During the preparation of these financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, the proprietary loan program, and allowance for credit losses. We base our estimates on historical experience and on various other assumptions that we believe are reasonable under the circumstances. The results of our analysis form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions, and the impact of such differences may be material to our consolidated financial statements.

Our significant accounting policies are discussed in Note 2 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K. We believe that the following accounting estimates are the most critical to aid in fully understanding and evaluating our reported financial results, and they require management’s most subjective and complex judgments in estimating the effect of inherent uncertainties.

Revenue recognition

Revenues consist primarily of student tuition and fees derived from the programs we provide after reductions are made for discounts and scholarships that we sponsor and for refunds for students who withdraw from our programs prior to specified dates. We apply the five-step model outlined in Accounting Standards Codification Topic 606, Revenue from Contracts from Customers (“ASC 606”). Tuition and fee revenue is recognized ratably over the term of the course or program offered. Approximately 99% of our revenues for each of the years ended September 30, 2025, 2024 and 2023, respectively, consisted of gross tuition.

The majority of the UTI programs are designed to be completed in 30 to 110 weeks. The UTI advanced training programs range from 12 to 23 weeks in duration. UTI also provides dealer technician training or instructor staffing services to manufacturers. Revenues are recognized as transfer of the services occurs. The majority of Concorde’s short and core programs are 8 to 38 weeks in duration, Concorde’s clinical programs are completed in 30 to 120 weeks. In addition to revenue from tuition and fees, UTI and Concorde derive supplemental revenues from sales of textbooks and program supplies and other revenues, which are recognized as the transfer of goods or services occurs. Deferred revenue represents the excess

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of tuition and fee payments received as compared to tuition and fees earned and is reflected as a current liability on our consolidated balance sheets because it is expected to be earned within the next 12 months.

All of our revenues are generated within the United States. The impact of economic factors on the nature, amount, timing and uncertainty of revenue and cash flows is consistent across our various programs for both the UTI and Concorde segments.

Proprietary Loan Program

In order to provide funding for students who are not able to fully finance the cost of their education under traditional governmental financial aid programs, commercial loan programs or other alternative sources, we established a private loan program with a bank. This program is currently offered to students at our UTI schools. Through the proprietary loan program, the bank originates the loans to the students who participate in this program for a portion of their tuition. Based on historical collection rates, we can demonstrate that a portion of these loans are collectible. Accordingly, we recognize tuition and loan origination fees financed by the loan and any related interest revenue under the effective interest method required under the loan based on this collection rate.

Under the terms of the proprietary loan program, the bank originates loans for our students who meet specific criteria with the related proceeds used exclusively to fund a portion of their tuition. We then purchase all such loans from the bank at least monthly and assume all of the related credit risk. The loans bear interest at market rates ranging from approximately 6% to 10%; however, principal and interest payments are not required until six months after the student completes or withdraws from his or her program. After the deferral period, monthly principal and interest payments are required over the related term of the loan. The repayment term is generally up to 10 years.

Under ASC 606, the portion of tuition revenue related to the proprietary loan program is considered a form of variable consideration. We estimate the amount we ultimately expect to collect from the portion of tuition that is funded by the proprietary loan program, resulting in a note receivable. Estimating the collection rate requires significant management judgment. Our estimated collection rate includes historical collections from the past ten years as we determined that such population better represents our current expected collections and aligns with the typical term of the loan. The estimated amount is determined at the inception of the contract and we recognize the related revenue as the student progresses through school. Each reporting period, we update our assessment of the variable consideration associated with the proprietary loan program.

Allowance for credit losses

We maintain an allowance for expected credit losses resulting from the inability, failure or refusal of our students to make required payments. We offer a variety of payment plans, including retail installment contracts, to help students pay that portion of their education expenses not covered by financial aid programs or alternate fund sources, which are unsecured and not guaranteed.

We use estimates that are subjective and require judgment in determining the allowance for credit losses, which represent an estimate of the lifetime expected credit losses inherent in our receivables as of each balance sheet date. We principally utilize historical percentages of uncollectible accounts, customer credit worthiness, and changes in payment history when evaluating the adequacy of the allowance for credit losses. We also monitor and consider external factors such as changes in the economic and regulatory environment. We use an internal group of collectors, augmented by third party collectors as deemed appropriate, in our collection efforts. When a student with Title IV loans withdraws, Title IV rules determine if we are required to return a portion of Title IV funds to the lender. We are then entitled to collect these funds from the students, but collection rates for these types of receivables is significantly lower than our collection rates for receivables for students who remain in our programs.

Although we believe that our allowance is adequate, if we underestimate the allowances required, additional allowances may be necessary, which would result in increased selling, general and administrative expenses in the period such determination is made.

Recent Accounting Pronouncements

Information concerning recently issued accounting pronouncements is included in Note 3 of the notes to our Consolidated Financial Statements within Part II, Item 8 of this Annual Report on Form 10-K.

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