CPRT CEO reports option exercises and Rule 10b5-1 sales

Rhea-AI Filing Summary

Copart (CPRT) CEO reported multiple transactions on 10/15/2025. He exercised employee stock options at $6.78 and $8.70, acquiring common shares in four lots: 809, 1,277, 4,523, and 43,166. He then sold 2,197 shares at a weighted average price of $44.8028 and 22,086 shares at a weighted average of $44.7902.

Both sales occurred automatically pursuant to a Rule 10b5-1 trading plan adopted on April 15, 2025. Following these transactions, beneficial ownership stood at 31,332 shares held directly.

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).

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)
10/15/2025

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	10/15/2025		M		809	A	$6.78	6,649	D
Common Stock	10/15/2025		M		1,277	A	$8.7	7,926	D
Common Stock	10/15/2025		M		4,523	A	$6.78	12,449	D
Common Stock	10/15/2025		M		43,166	A	$8.7	55,615	D
Common Stock	10/15/2025		S		2,197	D	$44.8028(1)	53,418	D(2)
Common Stock	10/15/2025		S		22,086	D	$44.7902(3)	31,332	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	10/15/2025		M			4,523	(5)	10/10/2026	Common Stock	4,523	$0	16,809	D
Employee Stock Option (right to buy)	$8.7	10/15/2025		M			43,166	(6)	10/04/2027	Common Stock	43,166	$0	312,391	D
Employee Stock Option (right to buy)	$6.78	10/15/2025		M			809	(5)	10/10/2026	Common Stock	809	$0	16,000	D
Employee Stock Option (right to buy)	$8.7	10/15/2025		M			1,277	(6)	10/04/2027	Common Stock	1,277	$0	311,114	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 $44.68 to $44.89, 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 2,197 shares of 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 $44.61 to $44.93, 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 22,086 shares occurred automatically pursuant to a Rule 10b5-1 trading 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 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/ Paul K. Kirkpatrick, attorney-in-fact	10/17/2025
	** 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.
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FAQ

What did CPRT's CEO report on Form 4?

He exercised options at $6.78 and $8.70 for 809, 1,277, 4,523, and 43,166 shares, and sold 2,197 and 22,086 shares on 10/15/2025.

Were the CPRT CEO's share sales under a 10b5-1 plan?

Yes. The 2,197 and 22,086 share sales occurred automatically under a Rule 10b5-1 plan adopted on April 15, 2025.

What prices were received for the CPRT share sales?

Weighted average prices were $44.8028 for 2,197 shares and $44.7902 for 22,086 shares, within disclosed intraday ranges.

How many CPRT shares does the CEO own after these transactions?

Following the reported transactions, direct beneficial ownership is 31,332 shares.

What are the key details of the exercised CPRT options?

Options had exercise prices of $6.78 (expiring 10/10/2026) and $8.70 (expiring 10/04/2027), with standard vesting noted.

What was the transaction date for all reported CPRT trades?

All the reported exercises and sales took place on 10/15/2025.