Form 4: Openlane Director Howell J Mark Reports Changes in Beneficial Ownership

Director Howell J Mark reports acquisition of phantom stock convertible to common stock through deferred compensation plan.

Summary

• On June 7, 2024, Howell J Mark, a director of Openlane, Inc. (KAR), acquired 10,132 units of phantom stock.
• These phantom stock units are related to director fees deferred under the KAR Auction Services, Inc. Directors Deferred Compensation Plan.
• The phantom stock converts into shares of KAR common stock on a one-for-one basis.
• 10,132 shares of phantom stock vest on June 7, 2025, and are subject to forfeiture until vested.
• Following the transaction, Howell J Mark beneficially owns 59,712.2957 shares of common stock.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive as it reflects standard director compensation practices and alignment of interests.

Positives

• The acquisition of phantom stock indicates continued alignment of the director's interests with the company's 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 him subject to the terms and conditions of the KAR Auction Services, Inc. Directors Deferred Compensation Plan.

Industry Context

This filing is a routine disclosure related to director compensation and stock ownership, common in publicly traded companies.

Related Party Transactions

• The acquisition of phantom stock through the KAR Auction Services, Inc. Directors Deferred Compensation Plan constitutes a related party transaction.

Stakeholder Impact

• The transaction has a minimal direct impact on stakeholders, primarily reflecting internal compensation arrangements.

Key Dates