CarParts.com names Warren Phelps, III governance chair
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Form Type
8-K
Rhea-AI Filing Summary
CarParts.com, Inc. approved immediate changes to its Nominating and Corporate Governance Committee and Audit Committee on November 10, 2026. Nanxi Liu and Dr. Lisa Costa ceased serving on the Nominating and Corporate Governance Committee. Warren Phelps, III was appointed a member and Chair of that committee, and Tim Nauss was appointed to both committees. Ana Dutra will continue serving on the Nominating and Corporate Governance Committee. The board determined that Nauss meets the independence requirements applicable to audit committee members under Nasdaq rules and Rule 10A-3, and qualifies as an audit committee financial expert.
8-K Event Classification
Item 8.01 — Other Events
1 item
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Key Terms
audit committee financial expert, independence requirements, Rule 10A-3
3 terms
audit committee financial expert regulatory
"qualifies as an “audit committee financial expert”"
A person on a company’s board who has deep knowledge of accounting, financial reporting and auditing, able to understand and question the books, controls and audit work like a trained mechanic inspecting an engine. Investors care because that expertise helps spot errors, weaknesses or misleading statements early, improving the likelihood that financial reports are accurate and reducing the risk of surprises that can hurt a company’s value.
independence requirements regulatory
"satisfies the independence requirements applicable to audit committee members"
Rule 10A-3 regulatory
"under the rules of The Nasdaq Stock Market LLC and Rule 10A-3"
AI-generated analysis. How Rhea-AI works. Not financial advice.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 10, 2026
(Exact name of registrant as specified in its charter)
| | | |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (424 ) 702-1455
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
| | | (NASDAQ Capital Market) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01.
Other Events.
On November 10, 2026, the Board of Directors of CarParts.com, Inc. approved, effective immediately, certain changes to the Nominating and Corporate Governance Committee and the Audit Committee.
Nanxi Liu and Dr. Lisa Costa ceased serving as members of the Nominating and Corporate Governance Committee. Warren Phelps, III was appointed as a member and the Chair of the Nominating and Corporate Governance Committee and Tim Nauss was appointed as a member of the Nominating and Corporate Governance Committee. Ana Dutra will continue to serve as a member of the Nominating and Corporate Governance Committee.
In addition, Tim Nauss was appointed as a member of the Audit Committee. The Board has determined that Mr. Nauss satisfies the independence requirements applicable to audit committee members under the rules of The Nasdaq Stock Market LLC and Rule 10A-3 under the Securities Exchange Act of 1934, as amended. The Board has also determined that Mr. Nauss qualifies as an “audit committee financial expert” as defined in Item 407(d)(5) of Regulation S-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: November 12, 2026
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CARPARTS.COM, INC.
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By:
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/s/ David Meniane
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Name:
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David Meniane
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Title:
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Chief Executive Officer
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