SANJEEV K. MEHRA - 27 Oct 2021 Form 3 Insider Report for KAR Auction Services, Inc. (KAR)

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	KAR	Series A Preferred Stock							27 Oct 2021	Common Stock	3,083,831		See Footnotes	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Id	Content
F1	Reflects Series A Preferred Stock, par value $0.01 per share, of the Issuer ("Series A Preferred Stock"). The Series A Preferred Stock has no stated maturity, and is convertible at the option of the holders thereof into shares of common stock, par value $0.01 per share, of the Issuer ("Common Stock") at a conversion price as of the date of this report of $17.75 per share of Series A Preferred Stock and a conversion rate as of the date of this report of 56.3380 shares of Common Stock per share of Series A Preferred Stock, subject to adjustment as provided in the Certificate of Designations of the Series A Preferred Stock. The Issuer may mandatorily convert the Series A Preferred Stock into Common Stock at any time after the three-year anniversary of the issuance, if certain conditions are met.
F2	The securities reported are held directly by Periphas Kanga Holdings, LP. Periphas Kanga Holdings GP, LLC is the general partner of Periphas Kanga Holdings, LP and the reporting person is the Manager of SKM Periphas GP LLC, which is the Managing Member of Periphas Kanga Holdings GP, LLC.
F3	The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.