ACVA insider purchase: 912,408 shares via Cracktuxet II at $5.61

Rhea-AI Filing Summary

ACV Auctions (ACVA) director reported an open-market purchase on 11/10/2025: 912,408 shares of common stock at a weighted average price of $5.61, held indirectly through Cracktuxet II, LLC (price range $5.47–$5.64).

After the transaction, reported holdings included 912,408 shares indirect via Cracktuxet II, 394,326 shares direct (including 9,868 RSUs from a Refresher Grant), plus 7,392 shares indirect via NB Group and 13,063 shares indirect via Katama Point. The RSUs vest on the first anniversary of the Refresher Grant Date, or become fully vested immediately before the next Annual Meeting, subject to continuous service.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

GOODMAN ROBERT P

(Last) (First) (Middle)

C/O ACV AUCTIONS INC.

640 ELLICOTT STREET, #321

(Street)

BUFFALO NY 14203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ACV Auctions Inc. [ ACVA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/10/2025		P		912,408(1)	A	$5.61(1)	912,408(1)	I	See footnote(2)
Common Stock								394,326(3)(4)	D
Common Stock								7,392	I	See footnote(5)
Common Stock								13,063	I	See footnote(6)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $5.47 to $5.64, inclusive. The reporting person undertakes to provide to ACVA Auctions Inc., any security holder of ACVA Auctions Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnote (1) to this Form 4.

2. The shares reported are held by Cracktuxet II, LLC ("Cracktuxet"). Cracktuxet is controlled by the Reporting Person, and the Reporting Person disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest therein, if any.

3. Includes 9,868 shares reported that represent Refresher Grant Restricted Stock Units ("RSUs"), each RSU represents the contingent right to receive one share of the Issuer's common stock. The RSUs will vest on the first anniversary of the Refresher Grant Date, provided that the RSUs shall become fully vested as of the day immediately preceding the next Annual Meeting, if sooner. Vesting of the RSUs is subject in all cases to the Eligible Director's Continuous Service (as defined in the Plan) through each such applicable vesting date.

4. Includes 9,239 shares received by the Reporting Person related to equity grants issued by the Company. The Reporting Person has agreed to assign to Deer Management Co. LLC ("DMC") the right to any shares issuable pursuant to this grant or any proceeds from the sale thereof.

5. The shares reported are held by NB Group, LLC ("NB Group"). NB Group is controlled by the Reporting Person, and the Reporting Person disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest therein, if any.

6. The shares reported are held by Katama Point LLC ("Katama"). Katama is controlled by the Reporting Person, and the Reporting Person disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest therein, if any.

	/s/ Robert P. Goodman	11/12/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did ACVA disclose on Form 4?

A director reported buying 912,408 shares of common stock on 11/10/2025 at a $5.61 weighted average price (range $5.47–$5.64).

How many ACVA shares did the insider hold after the reported trade?

Reported holdings included 912,408 shares indirect via Cracktuxet II, 394,326 shares direct, 7,392 shares indirect via NB Group, and 13,063 shares indirect via Katama.

How were the purchased ACVA shares held?

The 912,408 purchased shares were held indirectly through Cracktuxet II, LLC.

What were the transaction pricing details?

The filing lists a weighted average price of $5.61, with multiple trades executed between $5.47 and $5.64.

What ACVA RSUs are included in the director’s holdings?

Direct holdings include 9,868 RSUs from a Refresher Grant. RSUs vest on the first anniversary of the grant date or immediately before the next Annual Meeting, subject to continuous service.

Are there other entities associated with the insider’s ACVA holdings?

Yes. Holdings are reported via NB Group, LLC (7,392 shares) and Katama Point LLC (13,063 shares).

Is there any assignment related to equity grants?

The director agreed to assign to Deer Management Co. LLC the right to any shares issuable from a grant (9,239 shares noted) or any sale proceeds thereof.