Robert P. Goodman - Dec 6, 2023 Form 4 Insider Report for ACV Auctions Inc. (ACVA)

Role
Director
Signature
/s/ Robert P. Goodman
Stock symbol
ACVA
Transactions as of
Dec 6, 2023
Transactions value $
$0
Form type
4
Date filed
12/12/2023, 07:46 PM
Previous filing
Sep 15, 2023
Next filing
Feb 28, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ACVA Class A Common Stock Conversion of derivative security $0 0 $0.00* 0 Dec 6, 2023 See footnote F1, F2
transaction ACVA Class A Common Stock Other $0 0 $0.00* 0 Dec 6, 2023 See footnote F1, F3, F4
holding ACVA Class A Common Stock 375K Dec 6, 2023 Direct F5
holding ACVA Class A Common Stock 7.39K Dec 6, 2023 See footnote F6, F7
holding ACVA Class A Common Stock 13.1K Dec 6, 2023 See footnote F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible without payment or consideration into one share of Class A Common Stock at the option of the holder and has no expiration date.
F2 Represents 1,093,509 shares converted from Class B Common Stock to Class A Common Stock by Bessemer Venture Partners IX L.P. ("BVP IX"), 876,068 shares converted from Class B Common Stock to Class A Common Stock by Bessemer Venture Partners IX Institutional L.P. ("BVP IX Inst"), and 18,116 shares converted from Class B Common Stock to Class A Common Stock by 15 Angels III LLC. ("15 Angels" and together with BVP IX and BVP IX Inst, the "BVP IX Funds")
F3 On December 6, 2023, BVP IX, BVP IX Inst, and 15 Angels distributed, for no consideration, 1,093,509, 876,068, and 18,116 shares (collectively, the "Shares"), respectively, of Class A Common Stock to their limited partners and to Deer L.P., representing each such partner's pro rata interest in such Shares. On the same date, one or more of such limited partner(s) distributed, for no consideration, the Shares to certain of its or their members in an amount equal to each such member's or members' respective pro rata interests in the Shares. Finally, on the same date, Deer L.P. distributed, for no consideration, the Shares it received from the distributions to its partners in an amount equal to each such partner's pro rata interest in the Shares. All of the aforementioned distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
F4 The Reporting Person is a director of Deer IX & Co. Ltd. ("Deer IX Ltd.") which is the general partner of Deer IX & Co. L.P. ("Deer IX LP"), which is the general partner of the BVP IX Funds The Reporting Person disclaims beneficial ownership of the securities held by BVP IX Funds, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in Deer IX Ltd. and Deer IX LP and his indirect interest in the BVP IX Funds. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities.
F5 Includes 98,669 shares of Class A Common Stock received by the Reporting Person in one or more pro rata distributions-in-kind from BVP IX, BVP IX Inst, 15 Angels, Deer Ltd., and Deer L.P. (collectively the "BVP IX Entities"), on December 5, 2023, which distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
F6 The shares reported are held by NB Group, LLC ("NB Group"). NB Group is controlled by the Reporting Person, and the Reporting Person disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest therein, if any.
F7 Includes 7,392 shares of Class A Common Stock received by NB Group in one or more pro rata distributions-in-kind from the BVP IX Entities on December 6, 2023 which distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.
F8 The shares reported are held by Katama Point LLC ("Katama"). Katama is controlled by the Reporting Person, and the Reporting Person disclaims beneficial ownership of the shares held by this entity, except to the extent of his pecuniary interest therein, if any.
F9 Includes 13,061 shares of Class A Common Stock received by Cracktuxet II in one or more pro rata distributions-in-kind from the BVP IX Entities on February 18, 2022 which distributions were made in accordance with the exemption afforded by Rules 16a-13 and 16a-9 of the Securities Exchange Act of 1934, as amended.