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