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Bruce Schuman

Chief Financial Officer at UNIVERSAL TECHNICAL INSTITUTEUNIVERSAL TECHNICAL INSTITUTE
Executive

About Bruce Schuman

Bruce Schuman is Chief Financial Officer of Universal Technical Institute, Inc. (UTI), appointed effective March 17, 2025; he serves as the company’s principal financial officer . He previously served as CFO of Vacasa, Inc. (June 2023–March 2025), CFO of Kiavi, Inc. (June 2021–December 2022), and held senior finance leadership roles over 27 years at Intel, including CFO of Intel Capital and multiple business units; he holds a BBA in Finance from New Mexico State University . Age disclosure in prior filings indicates he was 53 in August 2024 . UTI’s recent operating backdrop includes revenues up 45.0% to $607.4 million in FY2023, operating income of $21.4 million, and net income of $12.3 million; the company’s North Star strategy targets ~10% revenue CAGR and Adjusted EBITDA margin near 20% by fiscal 2029 .

Past Roles

OrganizationRoleYearsStrategic Impact
Vacasa, Inc.Chief Financial Officer (later also Chief Accounting Officer)CFO since Jun 2023; CAO since Sep 6, 2024Led financial strategy; company achieved its first year of profitability in 2023; appointed CAO with no compensation changes
Kiavi, Inc.Executive Vice President & Chief Financial OfficerJun 2021–Dec 2022Led rapid, profitable growth and IPO readiness initiatives
Intel CorporationVice President & CFO, Intel Capital; CFO, Server CPU & Memory Group; CFO, Enterprise & Government Group2017–2021 (various)Senior finance leadership across investment arm and core business units
Universal Technical Institute, Inc.Chief Financial Officer (Principal Financial Officer)Mar 17, 2025–presentAppointed to drive second phase of North Star strategy focused on growth, diversification, optimization

External Roles

OrganizationRoleYearsStrategic Impact
Cirrus SecureBoard memberCurrentBoard service at a technology company (as disclosed)
Urban LightBoard memberCurrentBoard service at a non-profit (as disclosed)

Fixed Compensation

ComponentTermsNotes
Base Salary$475,000Effective with CFO appointment on Mar 17, 2025
Target Annual Cash Incentive65% of base salaryEligible under company plan
Initial RSU Grant$650,000 time-vested RSUsIssued under Amended & Restated 2021 Equity Incentive Plan; vesting schedule not disclosed in 8‑K
Initial PSU Grant$350,000 performance stock unitsIssued under Amended & Restated 2021 Equity Incentive Plan; performance metrics and vesting not disclosed in 8‑K
BenefitsMedical and other benefits per standard company policiesEligible to participate in other company plans

Performance Compensation

Incentive TypeMetric(s)WeightingTargetActualPayoutVesting Terms
Annual Cash IncentiveCompany bonus metricsPlan caps at 150% of target; 0% if below thresholdTarget 65% of base salaryNot disclosedNot disclosedAnnual plan with clawback policy per NYSE rules
PSUs (Initial grant)Not disclosed for SchumanNot disclosedNot disclosedNot disclosedNot disclosedUnder 2021 Equity Plan (company historically used 3‑year PSU cycles tied to FY revenue (60%) and operating income (40%) with a 3‑year TSR modifier of 75–125%; historical FY2021 PSU payout was 60.4% of target)

Note: Company historical PSU metrics provided for context; Bruce Schuman’s specific PSU metrics/targets/vesting were not disclosed in the March 17, 2025 8‑K .

Equity Ownership & Alignment

ItemDisclosureDetails
Beneficial OwnershipNot shown in Jan 8, 2025 record date tableSchuman was appointed Mar 17, 2025; thus not included in the proxy’s beneficial ownership table as of the record date
Ownership GuidelinesCFO must hold 3x base salary in company stockRSUs/RS count toward compliance; PSUs count only after vesting; executives may not sell until guideline met, except for taxes
Hedging/PledgingHedging prohibitedShort sales and derivative/monetization transactions prohibited; pledging not specifically disclosed in proxy
Clawback PolicyAdopted compliant with NYSE rulesRecovery of incentive comp for restatements/corrected metrics if overpaid relative to restated results
Change‑in‑Control EquityAccelerated vesting for certain awards upon qualifying termination within one year post‑CIC under 2021 PlanPSU award agreements provide vesting upon death, disability, or termination without cause/for good reason within one year after a change in control (plan terms)

Employment Terms

TermDisclosure
Appointment & RoleAppointed CFO effective Mar 17, 2025; serves as principal financial officer
Compensation ArrangementsBase $475,000; target bonus 65% of base; initial RSUs $650,000; initial PSUs $350,000; benefits per standard policies; eligible for company plans
Agreements/RelationshipsNo arrangement or understanding pursuant to which selected; no family relationships; no related‑party transactions requiring disclosure
Severance/Change‑of‑ControlSchuman’s specific severance terms not disclosed; company Severance Plan shows, for NEOs, cash severance varies by role (e.g., 12 months base salary upon CIC for NEOs) and annual incentive treatment (target through termination date upon CIC) with benefits and equity treatment per plan; double‑trigger cash severance (no single‑trigger cash)

Investment Implications

  • Initial package mixes cash and equity, with meaningful at‑risk elements (65% target bonus; $1.0M combined RSUs/PSUs), aligning incentives with performance and shareholder outcomes; clawback and hedging prohibitions further strengthen governance .
  • Ownership alignment is reinforced by CFO stock ownership guidelines (3x salary) and restrictions on selling before meeting the guideline, which can reduce near‑term insider selling pressure as awards vest .
  • Performance linkage on long‑term incentives likely follows UTI’s historical PSU construct (revenue, operating income, TSR modifier), supporting pay‑for‑performance; however, Schuman‑specific PSU metrics and vesting have not been disclosed yet—investors should monitor upcoming proxy filings for detail .
  • Company’s strategic plan targets ~10% revenue CAGR and ~20% Adjusted EBITDA margin by FY2029; Schuman’s tenure across Intel, Kiavi and Vacasa (including Vacasa’s first profitable year) suggests relevant experience for driving margin expansion and disciplined growth at UTI .