Copart Inc 10-Q for FY2026 Q2

Copart Inc (CPRT)

10-Q 2026-03-03 For: 2026-01-31

Added on April 11, 2026

About this 10-Q

Copart Inc filed this 10-Q on March 3, 2026, covering the quarter ended January 31, 2026 (FY2026 Q2).

Headline figures

Quarter ended January 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $1.12B; down 3.6% from $1.16B a year earlier
Net income: $350.73M; down 9.5% from net income of $387.4M a year earlier
Diluted EPS: $0.36; down 10.0% from $0.40 a year earlier

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Delaware	94-2867490
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
14185 Dallas Parkway, Suite 300 Dallas, Texas	75254
(Address of principal executive offices)	(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001	CPRT	The Nasdaq Global Select Market


Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐


Table of Contents		Page Number
PART I - Financial Information
Item 1 - Financial Statements (Unaudited)
Consolidated Balance Sheets		3
Consolidated Statements of Income		4
Consolidated Statements of Comprehensive Income		5
Consolidated Statement of Changes in Redeemable Noncontrolling Interests and Stockholders' Equity		6
Consolidated Statements of Cash Flows		8
Notes to Consolidated Financial Statements		9

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations
Results of Operations		16
Liquidity and Capital Resources		19
Critical Accounting Policies and Estimates		21
Recently Issued Accounting Standards		21
Contractual Obligations and Commitments		21

Item 3 - Quantitative and Qualitative Disclosures About Market Risk		22

Item 4 - Controls and Procedures
Evaluation of Disclosure Controls and Procedures		22
Changes in Internal Control Over Financial Reporting		22

PART II - Other Information
Item 1 - Legal Proceedings		22
Item 1A - Risk Factors		22
Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds		35
Item 3 - Defaults Upon Senior Securities		35
Item 4 - Mine Safety Disclosures		35
Item 5 - Other Information		35
Item 6 - Exhibits		36
Signatures		37


(In thousands, except share amounts)	January 31, 2026			July 31, 2025
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash	$	5,101,821		$	2,780,531
Investment in held to maturity securities		-			2,008,539
Accounts receivable, net of allowance for credit losses of $14,916 and $12,945, respectively		861,630			762,811
Vehicle pooling costs		129,763			116,145
Inventories		41,870			39,661
Income taxes receivable		817			580
Prepaid expenses and other assets		40,279			46,361
Total current assets		6,176,180			5,754,628
Property and equipment, net		3,693,890			3,598,093
Operating lease right-of-use assets		91,454			99,708
Intangibles, net		57,292			62,832
Goodwill		523,473			517,779
Other assets		52,673			57,862
Total assets	$	10,594,962		$	10,090,902
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	549,171		$	591,831
Deferred revenue		31,383			30,440
Income taxes payable		16,627			41,141
Current portion of operating and finance lease liabilities		16,692			19,869
Total current liabilities		613,873			683,281
Deferred income taxes		87,625			80,625
Income taxes payable		6,786			35,635
Operating and finance lease liabilities, net of current portion		79,444			83,870
Total liabilities		787,728			883,411
Commitments and contingencies
Redeemable non-controlling interest		18,189			20,458
Stockholders’ equity:
Preferred stock: $0.0001 par value - 5,000,000 shares authorized; none issued		-			-
Common stock: $0.0001 par value - 1,600,000,000 shares authorized; 963,290,932 and 967,478,690 shares issued and outstanding, respectively.		96			97
Additional paid-in capital		1,242,164			1,214,150
Accumulated other comprehensive loss		(87,291	)		(120,283	)
Retained earnings		8,634,076			8,093,069
Total stockholders’ equity		9,789,045			9,187,033
Total liabilities, redeemable noncontrolling interests and stockholders’ equity	$	10,594,962		$	10,090,902


☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


	Three Months Ended January 31,						Six Months Ended January 31,
(In thousands, except per share amounts)	2026			2025			2026			2025
Service revenues and vehicle sales:
Service revenues	$	952,051		$	991,281		$	1,943,896		$	1,977,617
Vehicle sales		169,623			172,035			332,808			332,528
Total service revenues and vehicle sales		1,121,674			1,163,316			2,276,704			2,310,145
Operating expenses:
Facility operations		478,430			490,056			954,919			986,602
Cost of vehicle sales		150,432			147,707			291,975			285,885
General and administrative		104,102			99,342			210,406			205,080
Total operating expenses		732,964			737,105			1,457,300			1,477,567
Operating income		388,710			426,211			819,404			832,578
Other income (expense):
Interest income, net		49,987			40,747			103,492			86,294
Other income (expense), net		2,352			(3,907	)		5,276			(4,503	)
Total other income		52,339			36,840			108,768			81,791
Income before income taxes		441,049			463,051			928,172			914,369
Income tax expense		91,082			76,510			175,995			166,652
Net income		349,967			386,541			752,177			747,717
Less: Net loss attributable to redeemable noncontrolling interest		(765	)		(859	)		(2,269	)		(1,769	)
Net income attributable to Copart, Inc.	$	350,732		$	387,400		$	754,446		$	749,486

Basic net income per common share	$	0.36		$	0.40		$	0.78		$	0.78
Weighted average common shares outstanding		967,212			964,746			967,431			963,961

Diluted net income per common share	$	0.36		$	0.40		$	0.77		$	0.77
Diluted weighted average common shares outstanding		975,089			977,910			976,095			977,208


	Three Months Ended January 31,						Six Months Ended January 31,
(In thousands)	2026			2025			2026			2025
Comprehensive income, net of tax:
Net income	$	349,967		$	386,541		$	752,177		$	747,717
Other comprehensive income:
Foreign currency translation adjustments		32,785			(26,821	)		32,992			(28,588	)
Comprehensive income		382,752			359,720			785,169			719,129
Less: Comprehensive (loss) income attributable to redeemable noncontrolling interest		(765	)		(859	)		(2,269	)		(1,769	)
Comprehensive income attributable to Copart, Inc.	$	383,517		$	360,579		$	787,438		$	720,898


	Common Stock						Additional			Accumulated Other						Total			Redeemable
(In thousands, except share amounts)	Outstanding Shares			Amount			Paid-in Capital			Comprehensive Income (Loss)			Retained Earnings			Stockholders’ Equity			Noncontrolling Interest
Balances at July 31, 2025		967,478,690		$	97		$	1,214,150		$	(120,283	)	$	8,093,069		$	9,187,033		$	20,458
Net income (loss)		—			—			—			—			403,714			403,714			(1,504	)
Currency translation adjustment		—			—			—			207			—			207			—
Exercise of stock options, net of repurchased shares		305,803			—			1,785			—			(1,330	)		455			—
Stock-based compensation		120,141			—			8,748			—			—			8,748			—
Balances at October 31, 2025		967,904,634			97			1,224,683			(120,076	)		8,495,453			9,600,157			18,954
Net income (loss)		—			—			—			—			350,732			350,732			(765	)
Currency translation adjustment		—			—			—			32,785			—			32,785			—
Exercise of stock options, net of repurchased shares		597,365			—			7,293			—			(861	)		6,432			—
Stock-based compensation		44,947			—			9,663			—			—			9,663			—
Shares issued for Employee Stock Purchase Plan		224,177			—			7,460			—			—			7,460			—
Shares repurchased		(5,480,191	)		(1	)		(6,935	)		—			(211,248	)		(218,184	)		—
Balances at January 31, 2026		963,290,932		$	96		$	1,242,164		$	(87,291	)	$	8,634,076		$	9,789,045		$	18,189


Level I		Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets.

Level II		Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly.

Level III		Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate.


(In thousands)	July 31, 2025
	Amortized Cost		Gross Unrealized Gains		Fair Value
Investment in held to maturity securities	$	2,008,539	$	15,575	$	2,024,114


	Time Based					Time and Market Condition Based
(In thousands, except per share and term data)	Shares			Weighted Average Exercise Price		Shares		Weighted Average Exercise Price
Outstanding as of July 31, 2025		12,487		$	21.61		5,995	$	24.70
Grants of options		746			44.56		75		46.57
Exercises		(903	)		10.15		—		—
Forfeitures or expirations		(111	)		50.00		—		—
Outstanding as of January 31, 2026		12,219		$	23.60		6,070	$	24.97
Exercisable as of January 31, 2026		10,599		$	20.65		5,502	$	23.92


(In thousands, except per share data)	Restricted and Performance Shares			Weighted Average Grant Date Fair Value
Outstanding as of July 31, 2025		1,778		$	48.93
Grants		530			45.29
Vested		(160	)	$	40.19
Forfeitures or expirations		(120	)		46.83
Outstanding as of January 31, 2026		2,028		$	48.37


	Three Months Ended January 31, 2026						Three Months Ended January 31, 2025
(In thousands)	United States		International		Total		United States		International		Total
Service revenues	$	819,467	$	132,584	$	952,051	$	868,130	$	123,151	$	991,281
Vehicle sales		102,153		67,470		169,623		106,715		65,320		172,035
Total service revenues and vehicle sales		921,620		200,054		1,121,674		974,845		188,471		1,163,316
Facility operations		395,350		83,080		478,430		418,824		71,232		490,056
Cost of vehicle sales		96,375		54,057		150,432		92,807		54,900		147,707
General and administrative		88,423		15,679		104,102		87,321		12,021		99,342
Operating income	$	341,472	$	47,238	$	388,710	$	375,893	$	50,318	$	426,211

Depreciation and amortization, excluding debt costs	$	46,829	$	8,558	$	55,387	$	46,455	$	7,744	$	54,199
Interest income		46,958		3,029		49,987		39,149		1,598		40,747
Capital expenditures and acquisitions		58,875		10,738		69,613		153,212		20,868		174,080


	Three Months Ended January 31,										Six Months Ended January 31,
(In thousands)	2026		2025		Change			% Change			2026		2025		Change			% Change
Facility operations expenses
United States	$	395,350	$	418,824	$	(23,474	)		(5.6	)%	$	793,835	$	842,441	$	(48,606	)		(5.8	)%
International		83,080		71,232		11,848			16.6	%		161,084		144,161		16,923			11.7	%
Total facility operations expenses	$	478,430	$	490,056	$	(11,626	)		(2.4	)%	$	954,919	$	986,602	$	(31,683	)		(3.2	)%

Facility operations expenses, excluding depreciation and amortization
United States	$	355,107	$	377,361	$	(22,254	)		(5.9	)%	$	714,559	$	760,958	$	(46,399	)		(6.1	)%
International		74,796		63,732		11,064			17.4	%		144,443		129,204		15,239			11.8	%

Facility depreciation and amortization
United States	$	40,243	$	41,463	$	(1,220	)		(2.9	)%	$	79,276	$	81,483	$	(2,207	)		(2.7	)%
International		8,284		7,500		784			10.5	%		16,641		14,957		1,684			11.3	%


	Three Months Ended January 31,										Six Months Ended January 31,
(In thousands)	2026		2025		Change			% Change			2026		2025		Change			% Change
General and administrative expenses
United States	$	88,423	$	87,321	$	1,102			1.3	%	$	177,621	$	179,898	$	(2,277	)		(1.3	)%
International		15,679		12,021		3,658			30.4	%		32,785		25,182		7,603			30.2	%
Total general and administrative expenses	$	104,102	$	99,342	$	4,760			4.8	%	$	210,406	$	205,080	$	5,326			2.6	%

General and administrative expenses, excluding depreciation and amortization
United States	$	81,837	$	82,329	$	(492	)		(0.6	)%	$	164,659	$	169,011	$	(4,352	)		(2.6	)%
International		15,405		11,777		3,628			30.8	%		32,235		24,683		7,552			30.6	%

General and administrative depreciation and amortization
United States	$	6,586	$	4,992	$	1,594			31.9	%	$	12,962	$	10,887	$	2,075			19.1	%
International		274		244		30			12.3	%		550		499		51			10.2	%


	Six Months Ended January 31,
(In thousands)	2026			2025			Change			% Change
Operating cash flows	$	662,753		$	660,401		$	2,352			0.4	%
Investing cash flows		1,858,621			1,127,508			731,113			64.8	%
Financing cash flows		(205,376	)		37,713			(243,089	)		(644.6	)%

Capital expenditures and acquisitions	$	(182,354	)	$	(354,612	)	$	172,258			(48.6	)%


*		Filed herewith

**		The certifications furnished in Exhibits 32.1 and 32.2 hereto are deemed to accompany this Quarterly Report on Form 10-Q and will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. Such certifications will not be deemed to be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except to the extent that the registrant specifically incorporates it by reference.


	Six Months Ended January 31, 2026						Six Months Ended January 31, 2025
(In thousands)	United States		International		Total		United States		International		Total
Service revenues	$	1,675,001	$	268,895	$	1,943,896	$	1,728,120	$	249,497	$	1,977,617
Vehicle sales		199,233		133,575		332,808		194,265		138,263		332,528
Total service revenues and vehicle sales		1,874,234		402,470		2,276,704		1,922,385		387,760		2,310,145
Facility operations		793,835		161,084		954,919		842,441		144,161		986,602
Cost of vehicle sales		186,334		105,641		291,975		169,093		116,792		285,885
General and administrative		177,621		32,785		210,406		179,898		25,182		205,080
Operating income	$	716,444	$	102,960	$	819,404	$	730,953	$	101,625	$	832,578

Depreciation and amortization, excluding debt costs	$	92,238	$	17,191	$	109,429	$	92,370	$	15,456	$	107,826
Interest income		97,053		6,439		103,492		82,992		3,302		86,294
Capital expenditures and acquisitions		130,333		52,021		182,354		365,129		46,966		412,095


	Three Months Ended January 31,						Six Months Ended January 31,
(In percentages)	2026			2025			2026			2025
Service revenues and vehicle sales:
Service revenues		85	%		85	%		85	%		86	%
Vehicle sales		15	%		15	%		15	%		14	%
Total service revenues and vehicle sales		100	%		100	%		100	%		100	%

Operating expenses:
Facility operations		43	%		42	%		42	%		43	%
Cost of vehicle sales		13	%		13	%		13	%		12	%
General and administrative		9	%		9	%		9	%		9	%
Total operating expenses		65	%		64	%		64	%		64	%
Operating income		35	%		36	%		36	%		36	%
Other income (expense)		5	%		3	%		5	%		4	%
Income before income taxes		40	%		39	%		41	%		40	%
Income taxes		8	%		6	%		8	%		7	%
Net income		32	%		33	%		33	%		33	%


Period	Total Number of Shares		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Program		Maximum Number of Shares That May Yet be Purchased Under the Program(1)
Balance at October 31, 2025		—	$	—		—		325,803,208
November 1, 2025 through November 30, 2025		—	$	—		—		325,803,208
December 1, 2025 through December 31, 2025		—	$	—		—		325,803,208
January 1, 2025 through January 31, 2026		5,480,191	$	39.82		5,480,191		320,323,017


3.1		Amended and Restated Certificate of Incorporation of Copart, Inc. (incorporated by reference from Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed on November 2, 2022)
3.2		Amended and Restated Bylaws of Copart, Inc. (incorporated by reference from Exhibit 3.1 to the registrant’s Current Report on Form 8-K filed on March 12, 2024)
10.1		Senior Revolving Credit Agreement, dated as of January 23, 2026, by and among Copart, Inc., the subsidiaries of Copart, Inc. party thereto, the lenders party thereto, and Wells Fargo Bank, National Association, as administrative agent (incorporated by reference to Exhibit 10.1 of the Form 8-K filed on January 26, 2026)
31.1*		Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH		Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)


	COPART, INC.

	/s/ LEAH STEARNS
	Leah Stearns, Chief Financial Officer
	(Principal Financial and Accounting Officer and duly Authorized Officer)


	Date: March 3, 2026
	/s/ JEFFREY LIAW
	Jeffrey Liaw
	Chief Executive Officer, Director
	(Principal Executive Officer)


	Date: March 3, 2026
	/s/ LEAH STEARNS
	Leah Stearns
	Chief Financial Officer
	(Principal Financial and Accounting Officer)