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Director at ACV Auctions (NASDAQ: ACVA) granted 27,500 RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

GOODMAN ROBERT P reported acquisition or exercise transactions in this Form 4 filing.

ACV Auctions Inc. director Robert P. Goodman received a grant of 27,500 Restricted Stock Units (RSUs) of Class A common stock. The award was granted at a price of $0.00 per share and is compensation, not an open-market purchase.

Each RSU represents one share and will vest on the first anniversary of the Refresher Grant Date, or sooner on the day immediately preceding the next Annual Meeting, subject to his Continuous Service. Following this grant, Goodman holds 421,826 shares directly, plus additional indirect holdings through Cracktuxet II, LLC, NB Group, LLC, and Katama Point LLC, for which he disclaims beneficial ownership except to the extent of any pecuniary interest.

Positive

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Insider GOODMAN ROBERT P
Role null
Type Security Shares Price Value
Grant/Award Common Stock 27,500 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 421,826 shares (Direct, null); Common Stock — 912,408 shares (Indirect, See footnote)
Footnotes (1)
  1. The shares reported in this transaction represent Refresher Grant Restricted Stock Units ("RSUs"), each RSU represents the contingent right to receive one share of the Issuer's Class A 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. Includes 19,107 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. 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. 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. 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.
RSU grant size 27,500 RSUs Refresher Grant to director on transaction date
Grant price $0.00 per share Stated price for RSU award
Direct holdings after grant 421,826 shares Common stock directly held following RSU award
Cracktuxet II, LLC holdings 13,063 shares Indirect ACV Auctions shares held via Cracktuxet II, LLC
NB Group, LLC holdings 7,392 shares Indirect ACV Auctions shares held via NB Group, LLC
Katama Point LLC holdings 912,408 shares Indirect ACV Auctions shares held via Katama Point LLC
Assigned-rights shares 19,107 shares Shares for which rights are assigned to Deer Management Co. LLC
Restricted Stock Units financial
"Refresher Grant Restricted Stock Units ("RSUs"), each RSU represents the contingent right"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Refresher Grant Date financial
"The RSUs will vest on the first anniversary of the Refresher Grant Date"
Continuous Service financial
"Vesting of the RSUs is subject in all cases to the Eligible Director's Continuous Service"
pecuniary interest financial
"disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest"
Annual Meeting financial
"shall become fully vested as of the day immediately preceding the next Annual Meeting, if sooner"
A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.
SEC Form 4
FORM 4UNITED 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 NEW YORK 14203

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
ACV Auctions Inc. [ ACVA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/27/2026A27,500(1)A$0(1)421,826(1)(2)D
Common Stock912,408ISee footnote(3)
Common Stock7,392ISee footnote(4)
Common Stock13,063ISee footnote(5)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The shares reported in this transaction represent Refresher Grant Restricted Stock Units ("RSUs"), each RSU represents the contingent right to receive one share of the Issuer's Class A 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.
2. Includes 19,107 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.
3. 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.
4. 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.
5. 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. Goodman05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did ACV Auctions (ACVA) director Robert P. Goodman report in this Form 4?

Robert P. Goodman reported receiving 27,500 Restricted Stock Units (RSUs) of ACV Auctions Class A common stock. The filing also updates his direct and indirect share holdings, reflecting current ownership positions after this compensation-related equity grant.

How many ACV Auctions (ACVA) shares did Robert P. Goodman receive in this grant?

He received 27,500 Restricted Stock Units, each representing one share of Class A common stock. These RSUs are a refresher equity grant and were issued at a stated price of $0.00 per share as part of his director compensation package.

When do Robert P. Goodman’s new ACV Auctions (ACVA) RSUs vest?

The RSUs vest on the first anniversary of the Refresher Grant Date. They may vest earlier on the day immediately preceding the next Annual Meeting, provided he maintains Continuous Service as an eligible director through the applicable vesting date.

What are Robert P. Goodman’s direct holdings of ACV Auctions (ACVA) after this Form 4?

After the grant, Goodman directly holds 421,826 shares of ACV Auctions common stock. This figure includes 19,107 shares from prior equity grants for which he has agreed to assign economic rights to Deer Management Co. LLC.

What indirect ACV Auctions (ACVA) holdings are associated with entities linked to Robert P. Goodman?

Indirect holdings are reported through Cracktuxet II, LLC with 13,063 shares, NB Group, LLC with 7,392 shares, and Katama Point LLC with 912,408 shares. Goodman controls these entities but disclaims beneficial ownership except to any pecuniary interest.

Does Robert P. Goodman control all ACV Auctions (ACVA) shares reported in this Form 4?

He directly owns 421,826 shares, while additional shares are held by LLCs he controls. For Cracktuxet II, LLC, NB Group, LLC, and Katama Point LLC, he disclaims beneficial ownership other than any pecuniary interest in those entities’ ACV Auctions shares.