Copart Inc 8-K, filed Oct 6, 2020
Copart Inc (CPRT)
8-K
2020-10-06
For: 2020-10-05
View Original
Added on
April 11, 2026
About this 8-K
Copart Inc filed this 8-K on October 6, 2020, reporting on events of October 5, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||||||||||||||||||||
| (Address of principal executive offices, including zip code) | |||||||||||||||||||||||||||||
(972 ) 391-5000
(Registrant’s telephone number, including area code)
| Not applicable | ||
| (Former name or former address, if changed since last report) | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
INFORMATION INCLUDED IN THIS REPORT
Section 5 — Corporate Governance & Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of John North as Senior Vice President and Chief Financial Officer.
On October 5, 2020, Copart, Inc. (the “Company”) issued a press release announcing the appointment of John North, age 43, as its Senior Vice President and Chief Financial Officer, effective as of October 5, 2020. Upon Mr. North’s commencement of employment with the Company, Jeffrey Liaw, currently the President and Chief Financial Officer, will continue his role as the Company’s President.
Mr. North served as the Chief Financial Officer of Avis Budget Group, Inc. (NASDAQ: CAR) a publicly traded company and global leader in car and truck rental and on-demand car sharing, from February 2019 to August 2020. Prior to joining Avis Budget Group, Inc., Mr. North served for 17 years in a variety of leadership roles with Lithia Motors, a Fortune 500 auto retailer, including as Chief Financial Officer from January 2017 to February 2019, and before that, as Chief Accounting Officer from January 2016 to December 2016. Mr. North earned his B.S. in Finance from Santa Clara University in 1998. He is a Certified Public Accountant and a CFA Charterholder.
Under the terms of an Executive Officer Employment Agreement, effective October 5, 2020, Mr. North will receive a base salary of $345,000 per year. Mr. North will be eligible to receive an annual discretionary cash bonus in an amount up to 100% of his base salary.
The Company has also agreed to recommend to its compensation committee a grant to Mr. North of an option to purchase 150,000 shares of its common stock. This option will be subject to the terms and conditions of the Company’s Amended and Restated 2007 Equity Incentive Plan and form of stock option agreement, and will be subject to vesting as follows: 20% of the shares will vest on the first anniversary of the date of grant, and the balance of the shares will vest ratably over the 48 months thereafter, such that the option will be fully vested on the fifth anniversary of the date of grant. The board or compensation committee is expected to formally approve the grant at a meeting in 2020.
Mr. North’s employment agreement provides that in the event his employment is involuntarily terminated other than for disability or “cause” or he resigns from his employment for “good reason” (as defined in the employment agreement), and conditioned on his executing a severance agreement and release of claims, he will be entitled to a lump sum payment equal to fifty percent (50%) of his then-current annual base salary, less applicable tax withholding. Mr. North’s employment agreement also provides that in the event his employment is terminated for any reason other than as previously described, including by reason of death or disability or “cause,” then he shall be entitled to receive severance benefits as provided under the Company's then-existing severance and benefit plans and policies at the time of termination.
Mr. North’s employment agreement does not provide for severance payments or acceleration of vesting of equity awards in the event of a change in control of the Company. In the event of a "change in control" (as defined in our Amended and Restated 2007 Equity Incentive Plan), if the awards to be granted are not assumed by the successor corporation, the compensation committee has the authority as administrator of the equity plan to accelerate the vesting of the awards.
Mr. North’s employment agreement does not provide for payment of any amount in connection with termination of employment upon a change in control of the Company, other than those payments otherwise due to Mr. North upon an involuntary termination or resignation for “good reason.” No payments are due in the event of voluntary termination of employment or termination of employment as a result of death or disability or for “cause.”
A copy of the press release, dated October 5, 2020, announcing Mr. North’s appointment as the Company’s Senior Vice President and Chief Financial Officer is attached hereto as Exhibit 99.1. The summary description of Mr. North’s Executive Officer Employment Agreement set forth above does not purport to be complete and is qualified in its entirety by reference to the Executive Officer Employment Agreement effective as of October 5, 2020 that will be attached as an exhibit to the Company’s quarterly report on Form 10-Q for the three month period ending October 31, 2020.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are furnished herewith:
| Exhibit Number | Description | |||||||
| Press release, dated October 5, 2020 of Copart, Inc. announcing senior leadership appointments. | ||||||||
| 104 | Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL). | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: October 5, 2020 COPART, INC.
| By: | /s/ Gregory R. DePasquale | |||||||||||||||||||
| Gregory R. DePasquale | ||||||||||||||||||||
| Senior Vice President, General Counsel & Secretary | ||||||||||||||||||||
INDEX TO EXHIBITS
| Exhibit Number | Description | |||||||
| Press release, dated October 5, 2020 of Copart, Inc. announcing senior leadership appointments. | ||||||||
| 104 | Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL). | |||||||
Exhibit 99.1
Copart, Inc.
Copart, Inc. Announces Senior Leadership Appointments:
Chief Operating Officer, Chief Marketing and Product Officer, and Chief Financial Officer
DALLAS (October 5, 2020) - Copart, Inc. (NASDAQ:CPRT) is pleased to announce the appointment of three new members to its senior executive leadership team: Chief Operating Officer Steve Powers, Chief Marketing and Product Officer Scott Booker, and Chief Financial Officer John North. All three executives will work from Copart’s global headquarters in Dallas, Texas and will report to Copart President Jeff Liaw.
Steve Powers, Chief Operating Officer
Steve Powers, previously Copart’s Eastern Division VP of Operations, was recently promoted to become Copart’s COO. Steve leads Copart’s operations team, consisting of over 5,000 employees across more than 200 locations, optimizing processes and technology to ensure excellent service for Copart’s customers and members.
Following more than 15 years with New England Recovery (NER), Steve Powers joined Copart in 1995 when the company acquired NER. He has served as Copart’s VP of Operations since 2010, and succeeds Sean Eldridge as COO, who recently retired after a 30-year career with the company.
Scott Booker, Chief Marketing and Product Officer
Scott Booker joined Copart as CMO and CPO. Scott leads Copart’s efforts to recruit, retain, empower, and serve the company’s global member network via robust and strategic web, promotional, public relations, creative and international marketing campaigns. In his product leadership role, Scott is responsible for evaluating, building, and enhancing Copart’s product portfolio.
Booker has extensive prior experience as a senior marketing and product leader with established technology companies and start-ups alike. He previously served as President of Hotels.com and CEO of Healthgrades, among other senior leadership positions with Internet marketplace enterprises.
John North, Chief Financial Officer
John North joins Copart as CFO. North will lead Copart’s finance and accounting functions to help enable the company’s ongoing profitable growth.
North has extensive public company experience in related industries. Most recently, North served as the CFO of Avis Budget Group, a Fortune 500 global vehicle rental company. Prior to serving as Avis CFO, he spent 17 years in various leadership positions at Lithia Motors, a Fortune 500 automotive retailer, including as CFO and Chief Accounting Officer.
Jeff Liaw said: “I’m delighted to appoint these three exceptional leaders to their new positions. Steve Powers has served Copart and its predecessor companies for almost 40 years and brings unmatched experience and insight to our operations. He is a respected leader, among our own team as well as with our customers and members. We also extend our gratitude to Sean Eldridge, who has recently retired after his own exceptional 30-year journey with Copart.”
He added: “I’m equally excited about appointing Scott and John to their new positions. Scott brings extensive experience in the highly competitive travel marketplace business to help shape our future as we continue to build and enhance our global platform. John likewise brings relevant experience to his new role as CFO, most recently serving as global CFO of a complex vehicle rental business, as well as his many years serving as CFO of a high-growth automotive retailer. For both Scott and John, their functional experience in complex global businesses, combined with their analytical rigor and leadership skills, will help enable us to achieve our growth ambitions.”
About Copart
Copart, Inc., founded in 1982, is a global leader in online vehicle auctions. Copart’s innovative technology and online auction platform links sellers to more than 750,000 Members in over 170 countries. The company offers services to process and sell salvage and clean title vehicles to dealers, dismantlers, rebuilders, exporters and, in some cases, to end users. Copart sells vehicles on behalf of insurance companies, banks, finance companies, charities, fleet operators, dealers, and individual owners. With operations at over 200 locations in 11 countries, Copart has more than 125,000 vehicles available online every day. Copart currently operates in the United States (Copart.com), Canada (Copart.ca), the United Kingdom (Copart.co.uk), the Republic of Ireland (Copart.ie), Brazil (Copart.com.br), Germany (Copart.de), the United Arab Emirates, Oman and Bahrain
- 1 -
Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000
(Copartmea.com), Spain (Copart.es), and Finland (AVK.fi). For more information, or to become a Member, visit Copart.com/Register.
Cautionary Note About Forward-Looking Statements
This press release contains forward-looking statements within the meaning of federal securities laws, and these forward-looking statements are subject to substantial risks and uncertainties. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected or implied by our statements and comments. For a more complete discussion of the risks that could affect our business, please review the “Management's Discussion and Analysis” and the other risks identified in Copart’s latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as filed with the Securities and Exchange Commission. We encourage investors to review these disclosures carefully. We do not undertake to update any forward-looking statement that may be made from time to time on our behalf.
- 2 -
Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000