Form 4: Director Smith Deferrs Fees into OPENLANE, Inc. Phantom Stock

Director Mary Ellen Smith deferred director fees into phantom stock of OPENLANE, Inc.

Summary

• Mary Ellen Smith, a director of OPENLANE, Inc., filed a Form 4 indicating changes in beneficial ownership.
• On June 7, 2024, Smith acquired 10,132 units of phantom stock representing deferred director fees.
• The phantom stock converts into shares of KAR common stock on a one-for-one basis.
• These shares vest on June 7, 2025, and are subject to forfeiture until vested.
• Following the transaction, Smith beneficially owns 36,128 units of phantom stock.
• The price of the derivative security is $16.78.

Sentiment

Score: 6

Explanation: Neutral sentiment as it reflects a standard director compensation arrangement.

Positives

• Director's decision to defer fees into company stock may signal confidence in the company's future performance.

Future Outlook

The reporting person will receive shares of KAR common stock, on a one-for-one basis, at a future date(s) specified by her subject to the terms and conditions of the KAR Auction Services, Inc. Directors Deferred Compensation Plan.

Industry Context

Directors often use deferred compensation plans to align their interests with those of shareholders, and this transaction is a typical example of such a plan.

Related Party Transactions

• The transaction involves director fees deferred into phantom stock, which is a related party transaction.

Stakeholder Impact

• The transaction could have a minor positive impact on shareholders by aligning director interests with company performance.

Key Dates