Form 4: ACV Auctions Director Buys 912K Shares

ACV Auctions Inc. Director Robert P. Goodman purchased 912,408 shares of common stock for $5.61 per share.

Summary

• Director Robert P. Goodman acquired 912,408 shares of ACV Auctions Inc. common stock on November 10, 2025.
• The shares were purchased at a weighted average price of $5.61 per share, with prices ranging from $5.47 to $5.64.
• Following this transaction, Mr. Goodman beneficially owns 912,408 shares indirectly through Cracktuxet II, LLC, an entity he controls, though he disclaims beneficial ownership except for his pecuniary interest.
• Additional beneficial ownership includes 394,326 direct shares, which comprise 9,868 Refresher Grant Restricted Stock Units (RSUs) and 9,239 shares received from equity grants (the rights to which have been assigned to Deer Management Co. LLC).
• Mr. Goodman also beneficially owns 7,392 indirect shares through NB Group, LLC, and 13,063 indirect shares through Katama Point LLC, disclaiming beneficial ownership except for his pecuniary interest in these entities as well.

Sentiment

Score: 7

Explanation: The significant open-market purchase by a director indicates strong insider confidence in the company's valuation and future prospects, which is generally a positive signal for investors.

Positives

• A director's significant open-market purchase of 912,408 shares indicates strong insider confidence in the company's future prospects and current valuation.
• The purchase at a weighted average price of $5.61 suggests that management perceives the stock as undervalued at this price point.

Risks

• The vesting of 9,868 Refresher Grant Restricted Stock Units is contingent upon the Eligible Director's Continuous Service, meaning these shares are not fully secured until vesting conditions are met.
• The reporting person has agreed to assign the right to 9,239 shares from equity grants to Deer Management Co. LLC, which means these shares will not directly contribute to the reporting person's beneficial ownership or direct economic interest in ACV Auctions Inc.
• The reporting person disclaims beneficial ownership of shares held by Cracktuxet II, LLC, NB Group, LLC, and Katama Point LLC, except to the extent of his pecuniary interest, which could complicate full transparency of his economic exposure.

Future Outlook

The filing does not contain specific forward-looking statements or guidance, as it is a report of an insider transaction.

Industry Context

A director's significant open-market purchase can be interpreted by the market as a positive signal, suggesting that an insider with deep knowledge of the company's operations and prospects believes the stock is undervalued or poised for growth, potentially outperforming peers in the automotive wholesale marketplace.

Comparison to Industry Standards

• Insider buying, especially by a director, is generally viewed positively across industries. While specific comparable companies or projects are not mentioned, such a large purchase (over 900,000 shares) by a director at ACV Auctions Inc. is a strong vote of confidence, often signaling a belief in future stock appreciation, similar to how significant insider buys at companies like Carvana or Vroom (competitors in the online used car market) would be interpreted.

Related Party Transactions

• The reporting person disclaims beneficial ownership of shares held by Cracktuxet II, LLC, NB Group, LLC, and Katama Point LLC, except to the extent of his pecuniary interest therein, if any, despite controlling these entities.
• The reporting person has agreed to assign the right to 9,239 shares from equity grants to Deer Management Co. LLC.

Stakeholder Impact

• Shareholders may view the director's significant share purchase as a positive indicator of future stock performance and management's belief in the company's value.
• Employees holding RSUs or equity grants may see this as a sign of stability and potential growth, reinforcing their own equity value.

Next Steps

• Refresher Grant Restricted Stock Units will vest on the first anniversary of the Refresher Grant Date or immediately preceding the next Annual Meeting, if sooner, subject to continuous service.

Key Dates

Recommendation

The substantial open-market purchase of over 900,000 shares by a director at a weighted average price of $5.61 signals strong insider confidence in ACV Auctions Inc.'s current valuation and future growth trajectory. Such a significant investment by a key insider, who possesses deep knowledge of the company's operations and strategic direction, often precedes positive developments or a re-rating of the stock. This action suggests that the director believes the stock is currently undervalued, making it an attractive entry point for investors.

Keywords

ACV Auctions, ACVA, Insider Trading, Director Purchase, Stock Acquisition, Form 4, Beneficial Ownership, Equity Grant, RSU