William Clyde Mitchell - 21 Feb 2025 Form 4 Insider Report for OPENLANE, Inc. (KAR)

Role: President of AFC
Signature: Kristen Trout, as Attorney-In-Fact
Issuer symbol: KAR
Transactions as of: 21 Feb 2025
Net transactions value: -$32,735
Form type: 4
Filing time: 25 Feb 2025, 10:47:58 UTC
Previous filing: 13 May 2024
Next filing: 04 Mar 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	KAR	Common Stock	Options Exercise	$0	+2,274	+23%	$0.000000	12,320	22 Feb 2025	Direct	F1, F2
transaction	KAR	Common Stock	Tax liability	$16,067	-768	-6.2%	$20.92	11,552	22 Feb 2025	Direct	F3
transaction	KAR	Common Stock	Options Exercise	$0	+2,358	+20%	$0.000000	13,910	24 Feb 2025	Direct	F4
transaction	KAR	Common Stock	Tax liability	$16,668	-796	-5.7%	$20.94	13,114	24 Feb 2025	Direct	F3

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
transaction	KAR	Restricted Stock Units	Award	$0	+14,341		$0.000000	14,341	21 Feb 2025	Common Stock	14,341		Direct	F5, F6
transaction	KAR	Restricted Stock Units	Options Exercise	$0	-2,274	-33%	$0.000000	4,548	22 Feb 2025	Common Stock	2,274		Direct	F5, F7
transaction	KAR	Restricted Stock Units	Options Exercise	$0	-2,358	-52%	$0.000000	2,190	24 Feb 2025	Common Stock	2,358		Direct	F5, F8

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on February 22, 2025.
F2	Includes shares acquired pursuant to the Company's Employee Stock Purchase Plan.
F3	Shares withheld by the Company to satisfy tax withholding requirements.
F4	Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on February 24, 2025.
F5	Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
F6	These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vest on February 21, 2026, one-third of these restricted stock units vest on February 21, 2027 and the remaining one-third of these restricted stock units vest on February 21, 2028, assuming continued employment through the applicable vesting date.
F7	These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on February 22, 2025, one-third of these restricted stock units vest on February 22, 2026, and the final one-third of these restricted stock units vest on February 22, 2027, assuming continued employment through the applicable vesting date.
F8	These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on February 24, 2026, assuming continued employment through the applicable vesting date.