0001395942-17-000051.txt : 20170309 0001395942-17-000051.hdr.sgml : 20170309 20170309140438 ACCESSION NUMBER: 0001395942-17-000051 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170307 FILED AS OF DATE: 20170309 DATE AS OF CHANGE: 20170309 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: KAR Auction Services, Inc. CENTRAL INDEX KEY: 0001395942 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 208744739 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13085 HAMILTON CROSSING BOULEVARD CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: (800) 923-3725 MAIL ADDRESS: STREET 1: 13085 HAMILTON CROSSING BOULEVARD CITY: CARMEL STATE: IN ZIP: 46032 FORMER COMPANY: FORMER CONFORMED NAME: KAR Holdings, Inc. DATE OF NAME CHANGE: 20070409 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HALLETT JAMES P CENTRAL INDEX KEY: 0001194732 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34568 FILM NUMBER: 17677812 4 1 wf-form4_148908626509707.xml FORM 4 X0306 4 2017-03-07 0 0001395942 KAR Auction Services, Inc. KAR 0001194732 HALLETT JAMES P C/O: KAR AUCTION SERVICES, INC. 13085 HAMILTON CROSSING BOULEVARD CARMEL IN 46032 1 1 0 0 Chief Executive Officer Common Stock 2017-03-07 4 A 0 77958.4322 0 A 238131.3889 D Common Stock 2017-03-07 4 F 0 36057 44.72 D 202074.3889 D Employee Stock Option (right to buy) 13.46 2020-03-01 Common Stock 150000.0 150000 D Employee Stock Option (right to buy) 30.89 2024-02-27 Common Stock 194404.0 194404 D Restricted Stock Units Common Stock 6431.0 6431 D Restricted Stock Units Common Stock 14589.0 14589 D The number of performance-based restricted stock units that vested was determined as follows: (1) fifty percent was determined based on the Company's total stockholder return relative to that of companies within the S&P 500 Index over a three-year period from February 27, 2014 through February 27, 2017; and (2) fifty percent was determined based on the Company's cumulative adjusted net income per share exceeding certain levels over the three-year period beginning on January 1, 2014 and ending on December 31, 2016. Each performance-based restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The performance-based restricted stock units vested into common stock on March 7, 2017. Includes 621.8178 shares acquired (including 12.6560 shares acquired by dividend reinvestment) pursuant to the Company's Employee Stock Purchase Plan on May 31, 2016. Shares withheld by the Company to satisfy tax withholding requirements. All of these options are currently exercisable. 145,803 of these options are currently exercisable and the remaining 48,601 options become exercisable on February 27, 2018, assuming continued employment through the applicable vesting date. Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. 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 20, 2016, one-third of these restricted stock units vested on February 20, 2017 and the remaining one-third of these restricted stock units vest on February 20, 2018, assuming continued employment through the applicable vesting date. 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 23, 2017, one-third of these restricted stock units vest on February 22, 2018 and the remaining one-third of these restricted stock units vest on February 22, 2019, assuming continued employment through the applicable vesting date. Rebecca C. Polak as Attorney In Fact 2017-03-09