ACV Auctions director Goodman tenders 421,826 shares

ACV survived the merger as a wholly owned subsidiary of Copart after the tender offer.

Rhea-AI Filing Summary

ACV Auctions Inc. director Robert P. Goodman reported a tender-offer disposition of 421,826 directly held common shares on October 16, 2026, leaving 0 directly held shares. Separate dispositions involved shares held by Cracktuxet II, LLC (912,408), NB Group, LLC (7,392), and Katama Point LLC (13,063); Goodman disclaimed beneficial ownership of those entity-held shares except to the extent of any pecuniary interest.

The tendered shares were exchanged for $10.50 per share in cash, without interest and subject to any required withholding tax. Goodman’s outstanding ACV RSU awards were canceled for the right to receive merger consideration for each underlying share. ACV survived the merger as Copart’s wholly owned subsidiary.

Insider Trade Summary

Tender Offer: 1,354,689 shares

Tender Offer 4 txns

Insider GOODMAN ROBERT P

Role Director

Type	Security	Shares	Price	Value
Tender Offer	Common Stock F1, F2	421,826	--	--
Tender Offer	Common Stock F1, F2, F3	912,408	--	--
Tender Offer	Common Stock F1, F2, F4	7,392	--	--
Tender Offer	Common Stock F1, F2, F5	13,063	--	--

Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, See footnote)

Footnotes (5)

1. F1. Pursuant to the Agreement and Plan of Merger, dated September 10, 2026 (the "Merger Agreement"), by and among ACV Auctions Inc. ("ACV"), Copart, Inc. ("Copart"), and Apple Merger Sub, Inc., a wholly owned subsidiary of Copart ("Merger Sub"), the shares of common stock of ACV that were tendered to Merger Sub prior to the expiration time of the offer were exchanged for $10.50 per share ("Merger Consideration"), net to the seller in cash, without interest, subject to any required withholding tax. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into ACV (the "Merger"), with ACV surviving the Merger as a wholly owned subsidiary of Copart.
2. F2. Pursuant to the terms of the Merger Agreement, each outstanding restricted stock unit award corresponding to shares of ACV common stock (each, an "ACV RSU") held by the Reporting Person was canceled in consideration for the right to receive the Merger Consideration in respect of each share of ACV common stock then subject to the ACV RSU.
3. F3. 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. F4. 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. F5. 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.

Key Figures

Directly held common shares disposed: 421,826 shares Direct common shares following transaction: 0 shares Merger consideration: $10.50 per share +3 more

6 metrics

Directly held common shares disposed 421,826 shares October 16, 2026

Direct common shares following transaction 0 shares After the October 16, 2026 disposition

Merger consideration $10.50 per share Cash consideration for shares tendered to Merger Sub

Cracktuxet II, LLC shares disposed 912,408 shares October 16, 2026

NB Group, LLC shares disposed 7,392 shares October 16, 2026

Katama Point LLC shares disposed 13,063 shares October 16, 2026

Key Terms

tender offer, Merger Consideration, ACV RSU, pecuniary interest

4 terms

tender offer regulatory

"shares of common stock of ACV that were tendered to Merger Sub"

A tender offer is a proposal made by a person or company to buy shares from existing shareholders at a set price, usually higher than the current market value, within a specific time frame. It matters to investors because it can lead to a change in ownership or control of a company, and shareholders must decide whether to sell their shares at the offered price.

Merger Consideration financial

"for $10.50 per share ("Merger Consideration")"

Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.

ACV RSU financial

"each outstanding restricted stock unit award corresponding to shares of ACV common stock"

pecuniary interest financial

"except to the extent of his pecuniary interest therein, if any"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did ACVA director Robert P. Goodman dispose of?

Goodman reported disposition of 421,826 directly held shares, leaving 0 directly held shares. Separate transaction rows report 912,408 shares held by Cracktuxet II, LLC, 7,392 held by NB Group, LLC, and 13,063 held by Katama Point LLC.

What consideration did ACVA shares receive in the tender offer?

ACV common shares tendered to Merger Sub before the offer expired were exchanged for $10.50 per share, net to the seller in cash, without interest and subject to any required withholding tax.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/19/2026 - 06:24 PM EDT Accepted by SEC EDGAR 10/19/2026 - 06:24 PM EDT Learn about SEC filing dates

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

X

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 ST., SUITE 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/16/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/16/2026		U(1)(2)		421,826	D	(2)	0	D
Common Stock	10/16/2026		U(1)		912,408	D	(2)	0	I	See footnote(3)
Common Stock	10/16/2026		U(1)		7,392	D	(2)	0	I	See footnote(4)
Common Stock	10/16/2026		U(1)		13,063	D	(2)	0	I	See 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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger, dated September 10, 2026 (the "Merger Agreement"), by and among ACV Auctions Inc. ("ACV"), Copart, Inc. ("Copart"), and Apple Merger Sub, Inc., a wholly owned subsidiary of Copart ("Merger Sub"), the shares of common stock of ACV that were tendered to Merger Sub prior to the expiration time of the offer were exchanged for $10.50 per share ("Merger Consideration"), net to the seller in cash, without interest, subject to any required withholding tax. After completion of the tender offer, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into ACV (the "Merger"), with ACV surviving the Merger as a wholly owned subsidiary of Copart.

2. Pursuant to the terms of the Merger Agreement, each outstanding restricted stock unit award corresponding to shares of ACV common stock (each, an "ACV RSU") held by the Reporting Person was canceled in consideration for the right to receive the Merger Consideration in respect of each share of ACV common stock then subject to the ACV RSU.

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/ Michelle Webb, Attorney-in-Fact	10/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)