8-K current report · filed Sep 10, 2026

ACV Auctions Inc. (ACVA) 8-K Current Report: September 10, 2026

Item 1.01Item 7.01Item EX-99.1ACVA overview

Short answer

ACV Auctions Inc. (ACVA) filed an 8-K current report with the SEC on September 10, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 7.01 (Regulation FD Disclosure), Item EX-99.1 (Exhibit EX-99.1). Copart acquisition of ACV Auctions at $10.50 cash per share, subject to required withholding.

ACV Auctions Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.01 · Entry into a Material Definitive Agreement

  • Copart acquisition of ACV Auctions at $10.50 cash per share, subject to required withholding
  • Tender offer launch targeted within 5–7 business days; minimum 10-day offering period
  • Closing requires more than 50% tendered shares and HSR antitrust clearance, with no financing condition
  • ACV shareholders receive cash; equity awards generally convert into Copart awards or cash based on vesting
  • Termination fees: $57.7M payable by ACV and $115.3M payable by Copart under specified circumstances

Item 7.01 · Regulation FD Disclosure

  • Exhibit 99.2 furnished under Regulation FD, making its contents publicly available to investors
  • Exhibit excluded from Exchange Act Section 18 liability and generally not incorporated into other filings

Item EX-99.1 · Exhibit EX-99.1

  • Copart agreed to acquire ACV for $10.50 per share in cash, implying approximately $1.9 billion equity value
  • Offer represents premiums of approximately 45% to ACV’s unaffected price and 41% to its 30-day VWAP
  • Transaction expands Copart into dealer-to-dealer wholesale auctions while adding ACV’s inspection, vehicle-data, and AI valuation capabilities
  • Copart expects earnings-per-share neutrality in the first full ownership year and accretion in fiscal 2028 and beyond
  • Tender offer requires majority shareholder participation and Hart-Scott-Rodino clearance, with closing expected by calendar year-end 2026

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