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KAR insider update: RSU vesting and tax withholding disclosed

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

OPENLANE, Inc. (KAR): Form 4 insider activity EVP & President, Marketplace reported equity transactions on 11/08/2025. 4,287 shares of common stock were acquired via RSU vesting (code M, price $0), and 1,889 shares were withheld (code F) at $25.10 to cover taxes. Following these transactions, the officer beneficially owns 39,408.96 common shares. The filing notes holdings include shares acquired under the Employee Stock Purchase Plan.

RSU details: each unit converts 1-for-1 into common stock. 8,574 RSUs remain, scheduled to vest in equal tranches on 11/08/2026 and 11/08/2027, after one-third vested on 11/08/2025, subject to continued employment.

Positive

  • None.

Negative

  • None.

Insights

Routine RSU vesting with tax share withholding; neutral impact.

The insider reported a standard RSU vesting event of 4,287 shares at $0 (code M) and a tax withholding of 1,889 shares at $25.10 (code F). These mechanics are common in equity comp plans and indicate non-cash settlement paired with share withholding to satisfy taxes.

Post-transaction beneficial ownership stands at 39,408.96 common shares, and 8,574 RSUs remain outstanding, with scheduled vesting on 11/08/2026 and 11/08/2027. No sale for proceeds is disclosed; impact typically depends on future vesting and any subsequent dispositions.

Insider Coyle James P
Role EVP & President, Marketplace
Type Security Shares Price Value
Exercise Restricted Stock Units 4,287 $0.00 --
Exercise Common Stock 4,287 $0.00 --
Tax Withholding Common Stock 1,889 $25.10 $47K
Holdings After Transaction: Restricted Stock Units — 8,574 shares (Direct); Common Stock — 41,297.96 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on November 8, 2025. Includes shares acquired pursuant to the Company's Employee Stock Purchase Plan. Shares withheld by the Company to satisfy tax withholding requirements. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on November 8, 2025, one-third of these restricted stock units vest on November 8, 2026 and the remaining one-third of these restricted stock units vest on November 8, 2027, assuming continued employment through the applicable vesting date.
Form 4 Insider Transactions: What Each Field Means →
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
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*
Coyle James P
(Last) (First) (Middle)
C/O: OPENLANE, INC.
11299 NORTH ILLINOIS STREET
(Street)
CARMEL IN 46032
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
OPENLANE, Inc. [ KAR ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP & President, Marketplace
3. Date of Earliest Transaction (Month/Day/Year)
11/08/2025
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 11/08/2025 M 4,287 A $0(1) 41,297.96(2) D
Common Stock 11/08/2025 F(3) 1,889 D $25.1 39,408.96 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
Restricted Stock Units (4) 11/08/2025 M 4,287 (5) (5) Common Stock 4,287 $0 8,574 D
Explanation of Responses:
1. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on November 8, 2025.
2. Includes shares acquired pursuant to the Company's Employee Stock Purchase Plan.
3. Shares withheld by the Company to satisfy tax withholding requirements.
4. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
5. These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on November 8, 2025, one-third of these restricted stock units vest on November 8, 2026 and the remaining one-third of these restricted stock units vest on November 8, 2027, assuming continued employment through the applicable vesting date.
Remarks:
Charles S. Coleman as Attorney-In-Fact 11/10/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did KAR's EVP report on the Form 4 dated 11/08/2025?

A vesting of 4,287 RSU shares (code M, $0) and withholding of 1,889 shares (code F) at $25.10 for taxes.

How many KAR shares does the reporting person own after the transactions?

The reporting person beneficially owns 39,408.96 shares of OPENLANE, Inc. common stock after the reported transactions.

What RSUs remain outstanding for the KAR executive?

There are 8,574 RSUs outstanding, each convertible 1-for-1 into common stock.

What is the vesting schedule for the remaining KAR RSUs?

One-third vested on 11/08/2025, with additional one-third vesting on 11/08/2026 and 11/08/2027, contingent on continued employment.

Were any KAR shares sold for cash proceeds in this Form 4?

No sale for proceeds is indicated; shares were acquired via RSU vesting and withheld to cover taxes.

Does the ownership include ESPP shares for KAR?

Yes. The filing states holdings include shares acquired under the Employee Stock Purchase Plan.