Business Context and Reporting Period
Company: Universal Technical Institute, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: February 20, 2013
Event: Annual Meeting of Stockholders held on February 20, 2013.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance matters.
Material Changes
No material financial changes or operational updates are reported in this filing. The primary events are the election of directors and the ratification of the independent auditor.
Corporate Governance and Voting Results
Director Elections (Class III)
Stockholders elected three nominees to serve three-year terms ending in 2016. The voting results were as follows:
| Director | Affirmative Votes | Votes Against | Votes Withheld | Broker Non-Votes |
|---|---|---|---|---|
| Alan E. Cabito | 21,883,574 | 635,473 | 7,686 | 1,462,828 |
| Roderick R. Paige | 21,888,200 | 631,072 | 7,461 | 1,462,828 |
| Kenneth R. Trammell | 21,884,057 | 635,215 | 7,461 | 1,462,828 |
Auditor Ratification
Stockholders ratified the appointment of PricewaterhouseCoopers, LLP as the independent registered public accounting firm for the year ending September 30, 2013.
| Affirmative Votes | Votes Against | Abstain | Broker Non-Votes |
|---|---|---|---|
| 23,743,260 | 246,294 | 7 | 0 |
Investor Verification Checklist
- Verify the term expiration dates for the newly elected Class III Directors (2016).
- Confirm the appointment of PricewaterhouseCoopers, LLP for the fiscal year ending September 30, 2013.
- Note the significant number of broker non-votes (1,462,828) regarding the director elections, indicating shares held by brokers that were not voted on these matters.
- Review the company's most recent 10-K or 10-Q for financial metrics, as this 8-K does not provide them.