Form Type: 4

SEC EDGAR Link
Accession Number:0001395942-20-000035
Date:2020-02-21
Issuer: KAR AUCTION SERVICES, INC. (KAR)
Original Submission Date:

Reporting Person:

SKUY BENJAMIN
C/O KAR AUCTION SERVICES, INC.
11299 NORTH ILLINOIS STREET CARMEL, IN 46032

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 2020-02-21 P 7,000 a $22.45 107,704 direct
COMMON STOCK 2020-02-22 M 641 a $0.00 108,345 direct
COMMON STOCK 2020-02-22 F 344 d $22.25 108,001 direct
COMMON STOCK 2020-02-24 M 472 a $0.00 108,473 direct
COMMON STOCK 2020-02-24 F 253 d $21.55 108,220 direct
COMMON STOCK 2020-02-24 M 4,544 a $0.00 112,764 direct
COMMON STOCK 2020-02-24 F 2,433 d $21.55 110,331 direct
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
RESTRICTED STOCK UNITS 0.0 2020-02-24 deemed execution date M 472 (d) common stock 472 $0.00 0 direct
RESTRICTED STOCK UNITS 0.0 2020-02-22 deemed execution date M 641 (d) common stock 641 $0.00 1,282 direct
RESTRICTED STOCK UNITS 0.0 2020-02-24 deemed execution date M 4,544 (d) common stock 4,544 $0.00 0 direct
RESTRICTED STOCK UNITS 0.0 2020-02-21 deemed execution date A 4,108 (a) common stock 4,108 $0.00 4,108 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 908 $0.00 908 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 4,248 $0.00 4,248 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 4,222 $0.00 4,222 direct
Footnotes
IDfootnote
f1 the price reported in column 4 is a weighted average price. these shares were purchased in multiple transactions at prices ranging from $22.42 to $22.47 per share, 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 purchased at each separate price within the range set forth in this footnote.
f2 includes 2,664.5513 shares acquired pursuant to the company's employee stock purchase plan.
f3 each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. the restricted stock units vested in common stock on february 22, 2020.
f4 shares withheld by the company to satisfy tax withholding requirements.
f5 each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. the restricted stock units vested in common stock on february 24, 2020.
f6 each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
f7 these restricted stock units were subject to a time-vesting requirement and vested and settled in common stock as follows: one-third of these restricted stock units vested on february 24, 2018, one-third of these restricted stock units vested on february 24, 2019 and the remaining one-third of these restricted stock units vested on february 24, 2020.
f8 these restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on march 2, 2019, one-third of these restricted stock units vest on march 2, 2020 and the remaining one-third of these restricted stock units vest on march 2, 2021, assuming continued employment through the applicable vesting date.
f9 these restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on february 22, 2020, one-third of these restricted stock units vest on february 22, 2021 and the remaining one-third of these restricted stock units vest on february 22, 2022, assuming continued employment through the applicable vesting date.
f10 these restricted stock units vested and settled in common stock on february 24, 2020.
f11 these restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on march 2, 2021, assuming continued employment through the applicable vesting date.
f12 these restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on february 22, 2022, assuming continued employment through the applicable vesting date.
f13 these restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vest on february 21, 2021, one-third of these restricted stock units vest on february 21, 2022 and the remaining one-third of these restricted stock units vest on february 21, 2023, assuming continued employment through the applicable vesting date.
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