0001209191-23-058631.txt : 20231214 0001209191-23-058631.hdr.sgml : 20231214 20231214162126 ACCESSION NUMBER: 0001209191-23-058631 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231212 FILED AS OF DATE: 20231214 DATE AS OF CHANGE: 20231214 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ZERELLA WILLIAM CENTRAL INDEX KEY: 0001493307 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40256 FILM NUMBER: 231487325 MAIL ADDRESS: STREET 1: C/O FITBIT, INC. STREET 2: 405 HOWARD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 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 X0508 4 2023-12-12 0 0001637873 ACV Auctions Inc. ACVA 0001493307 ZERELLA WILLIAM C/O ACV AUCTIONS INC. 640 ELLICOTT ST., SUITE 321 BUFFALO NY 14203 0 1 0 0 Chief Financial Officer 1 Class A Common Stock 2023-12-12 4 M 0 15000 A 330296 D Class A Common Stock 2023-12-12 4 C 0 2500 A 332796 D Class A Common Stock 2023-12-12 4 S 0 17500 13.70 D 315296 D Employee Stock Option (right to buy) 5.42 2023-12-12 4 M 0 15000 0.00 D 2030-10-26 Class B Common Stock 15000 1046239 D Class B Common Stock 2023-12-12 4 M 0 15000 5.42 A Class A Common Stock 15000 180197 D Class B Common Stock 2023-12-12 4 C 0 15000 0.00 D Class A Common Stock 15000 165197 D Class B Common Stock 2023-12-12 4 C 0 2500 0.00 D Class A Common Stock 2500 162697 D 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 last trading day of the fiscal quarter immediately following the tenth anniversary of the effective date of the Issuer's tenth amended and restated certificate of incorporation; (b) the last trading day of the fiscal quarter during which the then-outstanding shares of Class B Common Stock first represent less than 5% of the aggregate number of then-outstanding shares of Class A Common Stock and Class B Common Stock. Shares sold pursuant to a Rule 10b5-1 trading plan entered into on December 7, 2022. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.45 to $14.35 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 sold at each separate price within the range set forth in this footnote. One-fourth (1/4th) of the shares subject to the option award vested on September 14,2021, and thereafter one-forty-eighth of the shares subject to the option award vest monthly, subject to the Reporting Person's continuous service. Includes shares previously reported as restricted stock units. /s/ Michelle Webb, Attorney-in-fact 2023-12-14