X0306 4 2020-02-04 0 0001745041 IAA, Inc. IAA 0001295822 Kett John W TWO WESTBROOK CORPORATE CENTER, SUITE 500 WESTCHESTER IL 60154 1 1 0 0 Chief Executive Officer Common Stock 2020-02-04 4 A 0 12200 0.00 A 98955 D Common Stock 2020-02-05 4 A 0 18314 0.00 A 117269 D The reporting person was issued an equity award of performance restricted stock units in 2019 by KAR Auction Services, Inc. (KAR) that was converted in the spinoff of the Issuer from KAR into adjusted awards of both KAR and the Issuer with the intent to maintain the economic value of the award before and after the spin-off. These performance-based restricted stock units of the Issuer were eligible to vest based on 2019 performance. On February 4, 2020, the number of restricted stock units that was eligible to vest based on 2019 performance was determined. The number of units reported above will vest on February 17, 2022, subject to the Reporting Person's continued employment with the Issuer. Each restricted stock unit represents the right to receive one share of the Issuer's common stock. Includes 77,168 shares of common stock received in a pro rata distribution of the common stock of the Issuer in its spin-off from KAR, of which the reporting person was a stockholder. In addition to the restricted stock units reported herein, includes (i) 1,091 restricted stock units vesting on February 24, 2020, (ii) 1,930 restricted stock units vesting in two equal annual installments beginning on March 2, 2020, (iii) 3,496 restricted stock units vesting in three substantially equal annual installments beginning on February 22, 2020, and (iv) 3,070 restricted stock units vesting in three equal annual installments beginning on July 29, 2020. The restricted stock units described in clauses (i) to (iii) were received in connection with the spin-off of the Issuer from KAR. All outstanding restricted stock units of KAR were converted into adjusted awards of both KAR and the Issuer with the intent to maintain the economic value of those awards before and after the spin-off. Each restricted stock unit represents the right to receive one share of the Issuer's common stock. The reporting person was issued an equity grant of 18,314 restricted stock units on February 5, 2020, which will vest in three substantially equal annual installments beginning on February 5, 2021, subject to the Reporting Person's continued employment with the Issuer. Each restricted stock unit represents the right to receive one share of the Issuer's common stock. John W. Kett /s/ Sidney Peryar as attorney-in-fact 2020-02-06