ACVA Insider Withholding: 2,262 RSU Shares Used for Taxes

Rhea-AI Filing Summary

Andrew Peer, Vice President, Corporate Controller & CAO of ACV Auctions Inc. (ACVA), reported share dispositions on 10/01/2025. The Form 4 shows three non‑derivative transactions coded F that resulted in shares being withheld to satisfy tax withholding upon RSU vesting rather than open market sales.

The report lists withholdings of 958, 674, and 630 shares at a price of $10.07 per share, leaving reported beneficial ownership after each line of 55,792, 55,118, and 54,488 shares respectively. The filing was signed by an attorney‑in‑fact on 10/03/2025.

Positive

• Disclosure transparency: Form 4 filed and signed by attorney‑in‑fact on 10/03/2025
• Non‑discretionary transactions: Shares were withheld to cover RSU tax liabilities, not sold by the insider

Negative

• Reported reduction in direct ownership: beneficial ownership decreased to 54,488 shares after withholdings
• Aggregate withheld shares: total of 2,262 shares withheld at $10.07 per share

Insights

Corporate Governance Analyst

Insider tax withholding reduced reported holdings; no discretionary sale.

The Form 4 shows three transactions on 10/01/2025 coded F, indicating shares were withheld by the issuer to cover tax liabilities from vested restricted stock units. This is explicitly described in the explanation and therefore should not be interpreted as voluntary liquidation by the reporting person.

The withheld amounts—958, 674, and 630 shares at $10.07—are routine for RSU vesting and reduce the reporting person’s direct ownership to 54,488 shares on the last reported line. The filing is signed by an attorney‑in‑fact on 10/03/2025, consistent with timely reporting procedures.

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

1. Name and Address of Reporting Person^*

Peer Andrew

(Last) (First) (Middle)

C/O ACV AUCTIONS INC.

640 ELLICOTT ST., SUITE 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Corporate Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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	10/01/2025		F		958(1)	D	$10.07	55,792	D
Common Stock	10/01/2025		F		674(1)	D	$10.07	55,118	D
Common Stock	10/01/2025		F		630(1)	D	$10.07	54,488	D

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. These shares were withheld by the Issuer to cover the tax liability upon the vesting of a time-based restricted stock unit previously granted, and does not represent a discretionary sale by the reporting person.

Remarks:

	/s/ Michelle Webb, Attorney-in-Fact	10/03/2025
	** 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 did ACVA insider Andrew Peer report on Form 4?

The Form 4 reports three share withholdings on 10/01/2025 to cover taxes from RSU vesting, not open‑market sales.

How many shares were withheld and at what price?

A total of 2,262 shares were withheld in three transactions (958, 674, 630) at $10.07 per share.

What is Andrew Peer's role at ACVA as listed on the filing?

He is listed as VP, Corporate Controller & CAO and filed the Form 4 as an individual reporting person.

Did the filing indicate a discretionary sale by the insider?

No. The explanation states the shares were withheld by the issuer to cover tax liability and do not represent a discretionary sale.

What was the insider's reported beneficial ownership after the transactions?

The reported beneficial ownership amounts after the listed transactions are 55,792, 55,118, and finally 54,488 shares.