0001209191-21-023650.txt : 20210330
0001209191-21-023650.hdr.sgml : 20210330
20210330201103
ACCESSION NUMBER: 0001209191-21-023650
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210326
FILED AS OF DATE: 20210330
DATE AS OF CHANGE: 20210330
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Radecki Brian J
CENTRAL INDEX KEY: 0001402193
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40256
FILM NUMBER: 21789234
MAIL ADDRESS:
STREET 1: C/O COSTAR GROUP, INC.
STREET 2: 1331 L STREET, NW
CITY: WASHINGTON
STATE: DC
ZIP: 20005
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ACV Auctions Inc.
CENTRAL INDEX KEY: 0001637873
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 472415221
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 640 ELLICOTT STREET
CITY: BUFFALO
STATE: NY
ZIP: 14203
BUSINESS PHONE: 585-317-0406
MAIL ADDRESS:
STREET 1: 640 ELLICOTT STREET
CITY: BUFFALO
STATE: NY
ZIP: 14203
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-03-26
0
0001637873
ACV Auctions Inc.
ACVA
0001402193
Radecki Brian J
C/O ACV AUCTIONS INC.
640 ELLICOTT STREET, #321
BUFFALO
NY
14203
1
0
0
0
Series E-1 Preferred Stock
2021-03-26
4
C
0
21101
0.00
D
Class B Common Stock
21101
0
D
Class B Common Stock
2021-03-26
4
J
0
21101
0.00
A
Class A Common Stock
21101
21101
D
Restricted Stock Units
2021-03-26
4
J
0
40000
0.00
D
Common Stock
40000
0
D
Restricted Stock Units
2021-03-26
4
J
0
40000
0.00
A
Class B Common Stock
40000
40000
D
Each share of Series E-1 Preferred Stock automatically converted into Common Stock on a 1:1 basis and were reclassified into shares of Series B Common Stock on a 1:1 basis immediately prior to the closing of the Issuer's initial public offering.
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 first trading day on or after the date on which the outstanding shares of Class B Common Stock represent less than 5.0% of the Issuer's then-outstanding Class A and Class B Common Stock; (b) the tenth anniversary of this offering; or (c) the date specified by vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.
Each restricted stock unit ("RSU") represents a contingent right to receive one share of Issuer Common Stock.
The RSUs vest with respect to one-third of the RSUs on each of the first, second and third anniversaries of the grant date, subject to the Reporting Person's continuous service.
Immediately prior to the closing of the Issuer's initial public offering, each share of Common Stock was reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
Each RSU represents a contingent right to receive one share of Issuer Class B Common Stock.
/s/ Jason Minio, Attorney-in-Fact
2021-03-30