ACVA Form 4: Waterman RSU tax-withholdings totaling 12,743 shares

Rhea-AI Filing Summary

Michael Waterman, Chief Sales Officer of ACV Auctions Inc. (ACVA), reported three share dispositions on 10/01/2025 that were tax-withholdings related to the vesting of time-based restricted stock units. The form records disposals of 4,919, 3,459, and 4,365 shares at a price of $10.07 per share; the filing notes these were withheld by the issuer to cover tax liability and were not a discretionary sale. Following those transactions the reporting person’s beneficial ownership is shown as 375,038, 371,579, and 367,214 shares respectively on the related reporting lines. The Form 4 was filed by one reporting person and signed by an attorney-in-fact on 10/03/2025.

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

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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^*

Waterman Michael

(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)
	Chief Sales Officer

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		4,919(1)	D	$10.07	375,038	D
Common Stock	10/01/2025		F		3,459(1)	D	$10.07	371,579	D
Common Stock	10/01/2025		F		4,365(1)	D	$10.07	367,214	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 Michael Waterman report on the Form 4?

He reported three share dispositions on 10/01/2025 that were tax-withholdings related to RSU vesting: 4,919, 3,459, and 4,365 shares.

Were Michael Waterman's share disposals discretionary sales?

No. The filing states the shares were withheld by the issuer to cover tax liability upon RSU vesting and do not represent discretionary sales.

At what price were the shares reported disposed?

Each reported disposition lists a price of $10.07 per share.

How did the reported transactions affect Waterman’s beneficial ownership?

The filing shows beneficial ownership amounts of 375,038, 371,579, and 367,214 shares on the respective reporting lines after each reported transaction.

Who filed and signed the Form 4 for Michael Waterman?

The form was filed by one reporting person and signed by Michelle Webb, Attorney-in-Fact on 10/03/2025.