Copart (NASDAQ: CPRT) CEO Liaw exercises stock options and sells shares

Rhea-AI Filing Summary

Copart, Inc. Chief Executive Officer Jeffrey Liaw reported multiple stock option exercises and related share sales. On January 15, 2026, he exercised employee stock options to buy Copart common stock at exercise prices of $6.78 and $8.70 per share, including blocks of 4,523, 43,166, 809 and 1,277 underlying shares. He then sold 2,444 shares at a weighted average price of $40.17 per share and another 22,693 shares at a weighted average price of $40.17 per share. The filing notes these sales occurred automatically under trading plans, including a Rule 10b5-1 plan adopted on April 15, 2025. After the reported transactions, Liaw directly held 55,970 shares of Copart common stock.

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).

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^*

Liaw Jeffrey

(Last) (First) (Middle)

COPART, INC. 14185 DALLAS PARKWAY

SUITE 300

(Street)

DALLAS TX 75254

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
COPART INC [ CPRT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		M		4,523	A	$6.78	35,855	D
Common Stock	01/15/2026		M		43,166	A	$8.7	79,021	D
Common Stock	01/15/2026		M		809	A	$6.78	79,830	D
Common Stock	01/15/2026		M		1,277	A	$8.7	81,107	D
Common Stock	01/15/2026		S		2,444	D	$40.17(1)	78,663	D(2)
Common Stock	01/15/2026		S		22,693	D	$40.17(3)	55,970	D(4)

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
Employee Stock Option (right to buy)	$6.78	01/15/2026		M			4,523	(5)	10/10/2026	Common Stock	4,523	$0	11,477	D
Employee Stock Option (right to buy)	$8.7	01/15/2026		M			43,166	(6)	10/04/2027	Common Stock	43,166	$0	267,948	D
Employee Stock Option (right to buy)	$6.78	01/15/2026		M			809	(5)	10/10/2026	Common Stock	809	$0	10,668	D
Employee Stock Option (right to buy)	$8.7	01/15/2026		M			1,277	(6)	10/04/2027	Common Stock	1,277	$0	266,671	D

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.94 to $40.66, inclusive. The reporting person undertakes to provide to Copart, Inc., any security holder of Copart, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.

2. The reported sale of 2,444 shares shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 15, 2025.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.91 to $40.47, inclusive. The reporting person undertakes to provide to Copart, Inc., any security holder of Copart, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this Form 4.

4. The reported sale of 22,693 shares occurred automatically pursuant to a 10b-1 plan adopted by the reporting person on April 15, 2025.

5. Twenty percent (20%) of the options vested on the first anniversary of the grant date (October 10, 2017) and the balance vested on a monthly basis over the the 48 months succeeding such first anniversary.

6. Twenty percent (20%) of the options vested on the first anniversary of the grant date (October 4, 2018) and the balance vested on a monthly basis over the 48 months succeeding such first anniversary.

Remarks:

	/s/ D. Joseph Meister, attorney-in-fact	01/16/2026
	** 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.
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FAQ

What did Copart (CPRT) CEO Jeffrey Liaw report in this Form 4 filing?

Jeffrey Liaw reported exercising several employee stock options to purchase Copart common stock at exercise prices of $6.78 and $8.70 per share, and then selling portions of the resulting shares in open-market transactions.

How many Copart (CPRT) shares did CEO Jeffrey Liaw sell on January 15, 2026?

On January 15, 2026, Jeffrey Liaw reported selling 2,444 shares of Copart common stock at a weighted average price of $40.17 per share and 22,693 shares at a weighted average price of $40.17 per share.

Were Jeffrey Liaw’s Copart share sales made under a Rule 10b5-1 trading plan?

Yes. The filing states that the sale of 2,444 shares and the sale of 22,693 shares each occurred automatically pursuant to trading plans, including a Rule 10b5-1 trading plan adopted on April 15, 2025.

What stock options did Copart CEO Jeffrey Liaw exercise in this Form 4?

Jeffrey Liaw exercised employee stock options (rights to buy) covering 4,523 and 809 underlying shares at an exercise price of $6.78 per share, and 43,166 and 1,277 underlying shares at an exercise price of $8.70 per share.

How many Copart (CPRT) shares does Jeffrey Liaw own after these transactions?

Following the reported transactions on January 15, 2026, Jeffrey Liaw directly owned 55,970 shares of Copart common stock.

What vesting schedules applied to the Copart stock options exercised by Jeffrey Liaw?

The options with an October 10, 2017 grant date vested 20% on the first anniversary, with the remainder vesting monthly over the next 48 months. Options with an October 4, 2018 grant date followed the same vesting pattern.