OPENLANE (OPLN) director receives 6,031-share equity grant as fees

Rhea-AI Filing Summary

Galvin Carmel reported acquisition or exercise transactions in this Form 4 filing.

OPENLANE, Inc. director Carmel Galvin received an equity grant of 6,031 shares of common stock on June 5, 2026 as part of director fees under the company’s omnibus stock and incentive plan. The shares are valued for reporting purposes at $36.48 per share.

The 6,031 shares vest on June 5, 2027 and are subject to forfeiture until they vest, meaning they are tied to continued service. Following this grant, Galvin directly holds a total of 23,359 shares of OPENLANE common stock, with all other previously held shares already vested.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Galvin Carmel

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	6,031	$36.48	$220K

Holdings After Transaction: Common Stock — 23,359 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 6,031 shares Grant value per share: $36.48 per share Total holdings after grant: 23,359 shares +1 more

4 metrics

Shares granted 6,031 shares Director stock grant on June 5, 2026

Grant value per share $36.48 per share Reported transaction price for granted shares

Total holdings after grant 23,359 shares Direct holdings following the reported transaction

Vesting date June 5, 2027 Vesting for 6,031 granted shares

Key Terms

Grant, award, or other acquisition, director fees, Second Amended and Restated 2009 Omnibus Stock and Incentive Plan, vest, +1 more

5 terms

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

director fees financial

"shares were issued on June 5, 2026 to the reporting person as director fees"

Second Amended and Restated 2009 Omnibus Stock and Incentive Plan financial

"pursuant to the OPENLANE, Inc. Second Amended and Restated 2009 Omnibus Stock and Incentive Plan"

vest financial

"The 6,031 shares vest on June 5, 2027 and are subject to forfeiture"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

subject to forfeiture financial

"The 6,031 shares vest on June 5, 2027 and are subject to forfeiture until vested"

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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^*

Galvin Carmel

(Last) (First) (Middle)

C/O OPENLANE, INC.

11299 NORTH ILLINOIS STREET

(Street)

CARMEL INDIANA 46032

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
OPENLANE, Inc. [ OPLN ]

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)
06/05/2026

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	06/05/2026		A		6,031(1)	A	$36.48	23,359(1)	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

Explanation of Responses:

1. 6,031 of these shares were issued on June 5, 2026 to the reporting person as director fees pursuant to the OPENLANE, Inc. Second Amended and Restated 2009 Omnibus Stock and Incentive Plan. The 6,031 shares vest on June 5, 2027 and are subject to forfeiture until vested. All other shares are vested.

Remarks:

	Charles S. Coleman as Attorney-In-Fact	06/08/2026
	** 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)

FAQ

What did OPENLANE (OPLN) director Carmel Galvin report in this Form 4?

Carmel Galvin reported receiving 6,031 shares of OPENLANE common stock as a grant. The award represents director fees under the company’s stock and incentive plan and increased her direct holdings to 23,359 shares after the transaction.

Was the OPENLANE (OPLN) Form 4 transaction a market purchase or sale?

The transaction was not a market purchase or sale. It was classified as a grant or award acquisition of 6,031 shares as director fees, issued under OPENLANE’s omnibus stock and incentive plan rather than through open-market trading.

When do the newly granted OPENLANE (OPLN) shares to Carmel Galvin vest?

The 6,031 granted shares vest on June 5, 2027. Until that vesting date, the award is subject to forfeiture, so the director must satisfy the plan’s continued service or other vesting conditions to retain the full grant.

How many OPENLANE (OPLN) shares does Carmel Galvin own after this Form 4?

After the grant, Carmel Galvin directly holds 23,359 shares of OPENLANE common stock. Of these, 6,031 shares are unvested and subject to forfeiture, while all other previously held shares are fully vested according to the filing footnote.

What price per share was reported for the OPENLANE (OPLN) stock grant?

The filing reports a value of $36.48 per share for the 6,031-share grant. This figure is used for reporting the transaction value on the Form 4 and does not by itself indicate a separate open-market purchase price.

Under which plan were the OPENLANE (OPLN) director shares granted?

The 6,031 shares were granted under the OPENLANE, Inc. Second Amended and Restated 2009 Omnibus Stock and Incentive Plan. This plan provides stock-based compensation, including director fees delivered as restricted common stock subject to vesting.