Craig Eric Anderson - 10 Apr 2023 Form 4 Insider Report for ACV Auctions Inc. (ACVA)

Role
CCDSO
Signature
/s/ Michelle Webb, Attorney-in-fact
Issuer symbol
ACVA
Transactions as of
10 Apr 2023
Net transactions value
-$1,142,945
Form type
4
Filing time
12 Apr 2023, 18:22:04 UTC
Previous filing
05 Apr 2023
Next filing
15 Jun 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ACVA Class A Common Stock Options Exercise +84,242 +39% 300,198 10 Apr 2023 Direct F1
transaction ACVA Class A Common Stock Sale $1,017,643 -84,242 -28% $12.08 215,956 10 Apr 2023 Direct F2, F3
transaction ACVA Class A Common Stock Options Exercise +15,758 +7.3% 231,714 11 Apr 2023 Direct F1
transaction ACVA Class A Common Stock Sale $191,302 -15,758 -6.8% $12.14 215,956 11 Apr 2023 Direct F2, F4

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 -84,242 -18% $0.000000 373,821 10 Apr 2023 Class B Common Stock 84,242 $0.6600 Direct F5
transaction ACVA Class B Common Stock Options Exercise $55,600 +84,242 +60% $0.6600* 224,390 10 Apr 2023 Class A Common Stock 84,242 Direct F1, F6
transaction ACVA Class B Common Stock Conversion of derivative security $0 -84,242 -38% $0.000000 140,148 10 Apr 2023 Class A Common Stock 84,242 Direct F1, F6
transaction ACVA Employee Stock Option (Right to Buy) Options Exercise $0 -15,758 -4.2% $0.000000 358,063 11 Apr 2023 Class B Common Stock 15,758 $0.6600 Direct F5
transaction ACVA Class B Common Stock Options Exercise $10,400 +15,758 +11% $0.6600* 155,906 11 Apr 2023 Class A Common Stock 15,758 Direct F1, F6
transaction ACVA Class B Common Stock Conversion of derivative security $0 -15,758 -10% $0.000000 140,148 11 Apr 2023 Class A Common Stock 15,758 Direct F1, F6
* 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 last trading day of the fiscal quarter immediately following the tenth anniversary of the effective date of the Issuer's tenth amended and restated certificate of incorporation; (b) the last trading day of the fiscal quarter during which the then-outstanding shares of Class B Common Stock first represent less than 5% of the aggregate number of then-outstanding shares of Class A Common Stock and Class B Common Stock.
F2 Shares sold pursuant to a Rule 10b5-1 trading plan entered into on 2/24/2023.
F3 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.88 to $12.24 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $11.91 to $12.25 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F5 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.
F6 Includes shares previously reported as restricted stock units.