Craig Eric Anderson - Aug 24, 2021 Form 4 Insider Report for ACV Auctions Inc. (ACVA)

Role: CCDSO and Chief Legal Officer
Signature: /s/ Jason Minio, Attorney-in-Fact
Stock symbol: ACVA
Transactions as of: Aug 24, 2021
Transactions value $: -$150,000
Form type: 4
Date filed: 8/26/2021, 06:40 PM
Previous filing: Aug 3, 2021
Next filing: Sep 3, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ACVA	Class A Common Stock	Options Exercise		+7.5K			7.5K	Aug 24, 2021	Direct	F1
transaction	ACVA	Class A Common Stock	Sale	-$150K	-7.5K	-100%	$20.00	0	Aug 24, 2021	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ACVA	Employee Stock Option (Right to Buy)	Options Exercise	$0	-7.5K	-1.5%	$0.00	491K	Aug 24, 2021	Class B Common Stock	7.5K	$0.66	Direct	F3
transaction	ACVA	Class B Common Stock	Options Exercise	$0	+7.5K		$0.00	7.5K	Aug 24, 2021	Class A Common Stock	7.5K		Direct	F1
transaction	ACVA	Class B Common Stock	Conversion of derivative security	$0	-7.5K	-100%	$0.00^*	0	Aug 24, 2021	Class A Common Stock	7.5K		Direct	F1

* 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 at any time at the option of the Reporting Person into one share of Class A Common Stock. Each share of Class B Common Stock will convert automatically into shares of Class A common stock, on a one-to-one basis, upon the following: (1) the sale or transfer of such share of Class B Common Stock, subject to certain exceptions specified in the Issuer's amended and restated certificate of incorporation; (2) the death of the Reporting Person; and (3) the final conversion date, defined as the earlier of (a) the first trading day on or after the date on which the outstanding shares of Class B Common Stock represent less than 5.0% of the Issuer's then-outstanding Class A and Class B Common Stock; (b) the tenth anniversary of this offering; or (c) the date specified by vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.
F2	Shares sold pursuant to a Rule 10b5-1 trading plan.
F3	One-fourth (1/4th) of the shares subject to the option award vested June 7, 2019, and thereafter one-forty-eighth of the shares subject to the option award vest monthly, subject to the Reporting Person's continuous service.