Prescott retains 12.4% stake in Credit Acceptance after 42k-share trim

The Schedule 13D/A (Amendment No. 13) discloses the updated equity positions of the Prescott investment entities and related individuals in Credit Acceptance Corporation (NASDAQ: CACC) as of 7 July 2025.

Rhea-AI Filing Summary

The Schedule 13D/A (Amendment No. 13) discloses the updated equity positions of the Prescott investment entities and related individuals in Credit Acceptance Corporation (NASDAQ: CACC) as of 7 July 2025. Based on the issuer’s 11,603,475 outstanding shares (Form 10-Q filed 30 Apr 2025), Prescott General Partners LLC ("PGP") remains the largest holder in the group with 1,436,951 shares, or 12.4% of CACC’s common stock. Prescott Associates L.P. directly owns 911,132 shares (7.8%), while Prescott Investors Profit Sharing Trust holds 41,437 shares (0.4%). Individually, co-founder Thomas W. Smith reports 662,295 shares (5.7%) and director Scott J. Vassalluzzo reports 68,158 shares (0.6%). Combined, the managed accounts referenced in the filing control 1,576,044 shares, underscoring the group’s continued double-digit influence.

The amendment was triggered by a 42,329-share in-kind distribution by Prescott Associates on 2 Jul 2025 to satisfy a limited-partner withdrawal, valued at $509.43 per share. Funding for historical purchases totaled $20.46 million, sourced mainly from Prescott Associates ($9.54 million), Prescott Investors Profit Sharing Trust ($0.36 million), and personal funds from Smith ($8.25 million) and Vassalluzzo ($0.99 million). While the group affirms it may engage management or other shareholders to enhance value, it states no current plans to pursue corporate actions enumerated in Item 4 (e.g., mergers, board changes). Future buying or selling will depend on market conditions and alternative opportunities.

• Key stakes: PGP 12.4%, Prescott Associates 7.8%, Smith 5.7%, cumulative managed accounts 13.6%.
• Recent activity: 42,329-share distribution reduced Prescott Associates’ stake marginally.
• Potential activism: Group reserves right to discuss strategic options but disclaims any formal proposals at this time.

Positive

• Prescott group retains a substantial 12.4% ownership stake, signalling continued confidence in CACC.
• Director Scott Vassalluzzo’s board presence offers shareholders an informed insider perspective and potential advocacy for value-enhancing strategies.

Negative

• 42,329-share distribution suggests limited partner redemptions and could indicate future liquidity-driven sales.
• Disclosure of no specific strategic plan may disappoint investors anticipating an activist catalyst from this large holder.

Insights

Securities Analyst

TL;DR: Prescott entities still control >12% of CACC; only minor share distribution, no immediate activist agenda—net neutral.

The filing confirms that Prescott General Partners and affiliates remain a significant long-term shareholder after 14 years of ownership. The 42k-share distribution represents just 0.36% of the float and does not materially alter control dynamics. Ownership above 10% keeps the group subject to Section 16 reporting, hinting at continued strategic interest. With director Scott Vassalluzzo on the board and language reserving the right to engage management, investors should monitor for possible governance initiatives, but the absence of explicit plans limits near-term impact. Overall, the amendment signals stability rather than a directional change in investment thesis.

Corporate Governance Expert

TL;DR: Large holder maintains influence; board representation continues; slight share reduction may foreshadow gradual liquidity.

Prescott’s sustained >10% stake, coupled with Vassalluzzo’s board seat, ensures boardroom access and the ability to influence capital-allocation policy. The amendment’s language mirrors prior filings, stressing optionality rather than commitment to activist measures—standard for sophisticated investors wishing to preserve flexibility. The small in-kind distribution hints at potential capital outflows from Prescott funds, yet scale is insufficient to pressure share price. I view governance impact as neutral but worth tracking should additional redemptions or proposals emerge.

FAQ

How many Credit Acceptance (CACC) shares does Prescott General Partners own after Amendment 13?

PGP beneficially owns 1,436,951 shares, or 12.4% of outstanding common stock.

What event triggered the July 2025 Schedule 13D/A amendment for CACC?

A 42,329-share in-kind distribution by Prescott Associates to a withdrawing limited partner on 2 Jul 2025 triggered the filing.

Does the Prescott group plan activist action at Credit Acceptance?

The filing states no present plans for actions under Item 4 but reserves the right to engage management or other shareholders.

Why is Scott J. Vassalluzzo listed separately in the CACC Schedule 13D/A?

Vassalluzzo is both a managing member of Prescott entities and a CACC board director holding 68,158 shares personally.

What percentage of CACC shares does Thomas W. Smith control?

Thomas W. Smith reports 662,295 shares, representing 5.7% of CACC’s common stock.

How many total shares are controlled by all managed accounts referenced in the filing?

The managed accounts collectively control 1,576,044 CACC shares.

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

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Accepted by SEC EDGAR 07/07/2025 - 06:11 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 13)

Credit Acceptance Corporation

(Name of Issuer)

Common Stock, $.01 par value

(Title of Class of Securities)

225310101

(CUSIP Number)

Thomas W. Smith
2200 Butts Road, Suite 320,
Boca Raton, FL, 33431
(561) 314 0800

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/02/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 225310101

1

Name of reporting person

Prescott General Partners LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,436,951.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,436,951.00

11

Aggregate amount beneficially owned by each reporting person

1,436,951.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

12.4 %

14

Type of Reporting Person (See Instructions)

IA, OO

SCHEDULE 13D

CUSIP No. 225310101

1

Name of reporting person

Prescott Associates L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 911,132.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 911,132.00

11

Aggregate amount beneficially owned by each reporting person

911,132.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.8 %

14

Type of Reporting Person (See Instructions)

PN

SCHEDULE 13D

CUSIP No. 225310101

1

Name of reporting person

Prescott Investors Profit Sharing Trust

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 41,437.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 41,437.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

41,437.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.4 %

14

Type of Reporting Person (See Instructions)

EP

SCHEDULE 13D

CUSIP No. 225310101

1

Name of reporting person

Thomas W. Smith

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 587,845.00
8	Shared Voting Power 74,450.00
9	Sole Dispositive Power 587,845.00
10	Shared Dispositive Power 74,450.00

11

Aggregate amount beneficially owned by each reporting person

662,295.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.7 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

CUSIP No. 225310101

1

Name of reporting person

Scott J. Vassalluzzo

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 68,158.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 68,158.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

68,158.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

0.6 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $.01 par value
(b)	Name of Issuer: Credit Acceptance Corporation
(c)	Address of Issuer's Principal Executive Offices: 25505 W. Twelve Mile Road, Southfield, MICHIGAN , 48034-8339.
Item 1 Comment: The following constitutes Amendment No. 13 to the joint filing on Schedule 13D by Thomas W. Smith, Scott J. Vassalluzzo, Steven M. Fischer, Idoya Partners L.P. ("Idoya Partners") and Prescott Associates L.P. ("Prescott Associates") originally filed with the Securities and Exchange Commission (the "SEC") on June 3, 2011, as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, and Amendment No. 5 filed with the SEC by Thomas W. Smith, Scott J. Vassalluzzo, Idoya Partners, Prescott Associates and Prescott General Partners LLC ("PGP") on January 5, 2012, June 4, 2012, June 12, 2012, July 10, 2012 and November 26, 2012, respectively, Amendment No. 6 and Amendment No. 7 filed with the SEC by Thomas W. Smith, Scott J. Vassalluzzo, Prescott Associates and PGP on April 22, 2013 and February 17, 2016, respectively, and Amendment No. 8, Amendment No. 9, Amendment No. 10, Amendment No. 11 and Amendment No. 12 filed with the SEC by Thomas W. Smith, Scott J. Vassalluzzo, Prescott Associates, PGP and Prescott Investors Profit Sharing Trust ("PIPS") on December 13, 2019, January 28, 2020, March 10, 2020, June 8, 2020, and May 9, 2022, respectively (as amended, the "Schedule 13D"). Unless otherwise indicated, all capitalized terms used herein shall have the meanings given to them in the Schedule 13D, and unless amended or supplemented hereby, all information previously filed remains in effect.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended and restated in its entirety as follows: "In order to fund the purchase of the Common Stock reported herein, the Managed Accounts (as hereinafter defined) contributed in the aggregate $20,460,710.82 of the funds of the Managed Accounts (including $9,544,099.96 contributed by Prescott Associates and $361,476.48 contributed by PIPS), Mr. Vassalluzzo contributed $990,322.17 of his personal funds and Mr. Smith contributed $8,248,216.57 of his personal funds. The Common Stock reported as beneficially owned by Mr. Vassalluzzo includes 13,266 shares of Common Stock received as payment for an equivalent number of vested restricted stock units ("RSUs") received by him for his service as a director of the Issuer under successive versions of the Issuer's Amended and Restated Incentive Compensation Plan, as amended (the "Incentive Plan").
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is hereby amended and restated in its entirety as follows: "As described more fully in Item 5 below, as general partner of the Partnerships, PGP may be deemed to beneficially own 1,436,951 shares of Common Stock held by the Partnerships. PIPS may be deemed to beneficially own 41,437 shares of Common Stock held on behalf of the employee profit-sharing plan participants. Messrs. Smith and Vassalluzzo may be deemed to beneficially own 94,898 and 2,758 shares of Common Stock, respectively, in their capacities as investment managers for several managed accounts, which consist of investment accounts for: (i) a private charitable foundation established by Mr. Smith and for which Mr. Smith acts as trustee (the "Foundation") and (ii) certain family members of Mr. Vassalluzzo and certain individual accounts managed by Mr. Smith. The Partnerships, PIPS and the managed accounts are referred to collectively herein as the "Managed Accounts." The 1,576,044 shares of Common Stock owned by the Managed Accounts (the "Managed Account Shares") were acquired by the Reporting Persons on behalf of the Managed Accounts for the purpose of achieving the investment goals of the Managed Accounts. Mr. Vassalluzzo currently serves as a director of the Issuer and may be deemed to beneficially own 65,400 shares of Common Stock for his own account, including 51,000 shares of Common Stock acquired for investment purposes, 13,266 shares of Common Stock received for vested RSUs awarded under the Issuer's Incentive Plan, and 1,134 unvested restricted stock units awarded under the Issuer's Incentive Plan. In addition, Mr. Smith may be deemed to beneficially own 567,397 shares held by Ridgeview Smith Investments LLC, a limited liability company established by Mr. Smith, the sole member of which is a revocable trust established by Mr. Smith for the benefit of his family (the "Ridgeview Shares"). Mr. Smith acquired the Ridgeview Shares for investment purposes. In addition to the above, depending upon market conditions, the availability of funds, an evaluation of alternative investments, and such other factors as may be considered relevant, each of the Reporting Persons may purchase or sell shares of Common Stock if deemed appropriate and opportunities to do so are available, in each case, on such terms and at such times as such Reporting Person considers desirable. The Reporting Persons may talk or hold discussions with various parties, including, but not limited to, the Issuer's management, its board of directors, and other shareholders and third parties, for the purpose of developing and implementing strategies to maximize shareholder value, including strategies that may, in the future, result in the occurrence of one or more of the actions or events enumerated in clauses (a) through (j) of Item 4 of Schedule 13D. Subject to the foregoing, none of the Reporting Persons has any present plan or proposal which relates to or would result in any of the actions or events enumerated in clauses (a) through (j) of Item 4 of Schedule 13D. In addition, each Reporting Person disclaims any obligation to report any plan or proposal known to such Reporting Person solely as a result of Mr. Vassalluzzo's position as a director of the Issuer and his participation in such capacity in decisions involving an action or event described in clauses (a) through (j) in Item 4 of Schedule 13D."
Item 5.	Interest in Securities of the Issuer
(a)	Based on information included in the Quarterly Report on Form 10-Q filed by the Issuer on April 30, 2025, which disclosed that 11,603,475 shares of Common Stock were outstanding as of April 23, 2025, the aggregate number and percentage of shares of Common Stock beneficially owned by each of the Reporting Persons is as follows: PGP - 1,436,951 shares (12.4%); Prescott Associates - 911,132 shares (7.8%); PIPS - 41,437 shares (0.4%); Mr. Smith - 662,295 shares (5.7%); and Mr. Vassalluzzo - 68,158 shares (0.6%).
(b)	PGP, as the general partner of the Partnerships, may be deemed to share the power to vote or to direct the vote and to dispose or to direct the disposition of 1,436,951 shares. Prescott Associates has the shared power to vote or to direct the vote and to dispose or to direct the disposition of 911,132 shares. PIPS has the sole power to vote or to direct the vote of and to dispose or to direct the disposition of 41,437 shares. Messrs. Smith and Vassalluzzo have the sole power to vote or to direct the vote of and to dispose or to direct the disposition of 587,845 and 68,158 shares, respectively. In their capacities as investment managers for managed accounts, Messrs. Smith and Vassalluzzo may be deemed to share the power to vote or to direct the vote of 74,450 and no shares, respectively, and to share the power to dispose or to direct the disposition of 74,450 and no shares, respectively. Voting and investment authority over investment accounts established for the benefit of certain family members and friends of Messrs. Smith and Vassalluzzo is subject to each beneficiary's right, if so provided, to terminate or otherwise direct the disposition of the investment account.
(c)	During the past 60 days, the Reporting Persons effected transactions involving shares of Common Stock as follows: On July 2, 2025, Prescott Associates distributed 42,329 shares of Common Stock in kind to a limited partner in partial satisfaction of a withdrawal request from the limited partner. The distribution was effected pursuant to a direct DTC transfer from the brokerage account of Prescott Associates to the brokerage account of the limited partner. For purposes of the distribution, the shares were valued at the June 30th closing price of $509.43 per share. Additional transactions involving shares of Common Stock effected by the Reporting Persons during the past 60 days are set forth on Schedule A and are incorporated herein by reference.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is hereby amended and restated in its entirety as follows: 1. Schedule A to the statement on Schedule 13D dated July 7, 2025. 2. Agreement relating to the joint filing of statement on Schedule 13D dated July 7, 2025.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Prescott General Partners LLC

Signature:	/s/ Scott J. Vassalluzzo
Name/Title:	Managing Member
Date:	07/07/2025

Prescott Associates L.P.

Signature:	Prescott General Partners LLC
Name/Title:	General Partner
Date:	07/07/2025

Signature:	/s/ Scott J. Vassalluzzo
Name/Title:	Managing Member
Date:	07/07/2025

Prescott Investors Profit Sharing Trust

Signature:	/s/ Scott J. Vassalluzzo
Name/Title:	Trustee
Date:	07/07/2025

Thomas W. Smith

Signature:	/s/ Thomas W. Smith
Name/Title:	Thomas W. Smith
Date:	07/07/2025

Scott J. Vassalluzzo

Signature:	/s/ Scott J. Vassalluzzo
Name/Title:	Scott J. Vassalluzzo
Date:	07/07/2025