Form Type: 4

SEC EDGAR Link
Accession Number:0001628280-19-011625
Date:2019-09-09
Issuer: COPART INC (CPRT)
Original Submission Date:

Reporting Person:

ADAIR A JAYSON
C/O COPART, INC. 14185 DALLAS PARKWAY
SUITE 300 DALLAS, TX 75254

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-09-09 M 4,000,000 a $17.81 4,000,000 direct
COMMON STOCK 2019-09-09 F 2,097,314 d $82.29 1,902,686 direct
COMMON STOCK 2019-09-09 G 1,902,686 d $0.00 0 direct
COMMON STOCK 2019-09-09 G 1,902,686 a $0.00 6,444,004 indirect
COMMON STOCK 2019-09-09 0 $0.00 450,000 indirect f2
COMMON STOCK 2019-09-09 0 $0.00 2,000,000 indirect f3
COMMON STOCK 2019-09-09 0 $0.00 30,528 indirect
COMMON STOCK 2019-09-09 0 $0.00 1,100,000 indirect f2
COMMON STOCK 2019-09-09 0 $0.00 30,528 indirect f4
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
STOCK OPTION 17.81 2019-09-09 deemed execution date M 4,000,000 (d) 2023-04-15 common stock 4,000,000 $17.81 0 direct
Footnotes
IDfootnote
f1 reflects shares held by a. jayson adair and tammi l. adair revocable trust, of which the reporting person and the reporting person's spouse are trustees.
f2 reflects shares held by jtgj investments, lp, a texas limited partnership("jtgj"), of which (a) adair ventures, llc is the general partner, of which the reporting person and the reporting person's wife are the members, and (b) the reporting person and the reporting person's wife were then the sole limited partners. the reporting person disclaims beneficial ownership of the issuer's common stock held by jtgj except to the extent of his pecuniary interest, if any, therein.
f3 reflects shares held by jtgj investments ii, lp, a texas limited partnership("jtgj ii"), of which (a) adair ventures, llc is the general partner, of which the reporting person and the reporting person's wife are the members, and (b) the reporting person and the reporting person's wife were then the sole limited partners. the reporting person disclaims beneficial ownership of the issuer's common stock held by jtgj ii except to the extent of his pecuniary interest, if any, therein.
f4 reflects shares held by an irrevocable trust for the benefit of a member of the reporting person's immediate family as of fiscal year end 2013, 2014, 2015 and 2016.
f5 pursuant to the terms of the stand alone stock option agreement in the form set forth as exhibit b to form def14 filed with the sec on november 15, 2013.
f6 20% of the options will vest on april 15, 2015, the first anniversary of the date of grant, and the balance will vest monthly thereafer such that 100% of the options will be vested on april 15, 2019, subject to the executive's continued service on each such vesting date. vesting of the options may accelerate upon certain conditions as set forth in the stand alone stock option agreement.
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