8-KLeadership ChangesCorporate Changes

COPART INC 8-K Report, Executive Changes (May 27, 2021)

Filed May 27, 2021For Securities:CPRT

Summary

Copart, Inc. (CPRT) announced a change in its Board of Directors and an amendment to its bylaws through an 8-K filing on May 27, 2021. The company's Board size has been increased from nine to ten members, and Cherylyn Harley LeBon has been appointed as a new director, effective May 26, 2021. Ms. LeBon will serve until the next stockholder meeting and is a Partner at the law firm Dunlap, Bennett & Ludwig, focusing on corporate and government contracts. This appointment is part of standard director compensation arrangements, including an annual fee and potential equity grants. Investors should note that Ms. LeBon's appointment increases the board's capacity and brings in new legal and corporate expertise. The filing also references standard indemnification agreements and compensation disclosures previously made in the company's 2020 proxy statement and 2012 10-K.

Key Highlights

  • 1Copart, Inc. has increased its authorized Board of Directors from nine to ten members.
  • 2Cherylyn Harley LeBon has been appointed as a new independent director, effective May 26, 2021.
  • 3Ms. LeBon is a Partner at Dunlap, Bennett & Ludwig, with expertise in corporate and government contracts.
  • 4The appointment of Ms. LeBon is effective immediately and she will serve until the next stockholder meeting.
  • 5Ms. LeBon will receive compensation consistent with the company's standard arrangements for non-employee directors.
  • 6This filing also includes the amendment to the company's bylaws reflecting the increased board size.

Frequently Asked Questions

Cherylyn Harley LeBon is a newly appointed director to Copart, Inc.'s Board. She is 55 years old and serves as a Partner with the law firm Dunlap, Bennett & Ludwig, specializing in corporate and government contracts. She was appointed to fill a vacancy created by increasing the board size.

Ms. LeBon will receive compensation in accordance with Copart's standard arrangements for non-employee directors. This includes an annual director's fee of $70,000, payable quarterly, and eligibility for an initial option grant of 25,000 shares, vesting over twelve months. She is also covered by the company's standard form of indemnification agreement.

Increasing the Board size from nine to ten directors provides Copart with greater flexibility in board composition and governance. It allows for the addition of new expertise, such as that of Ms. LeBon, without requiring the departure of existing directors.

The filing states there were no special understandings or arrangements between Ms. LeBon and any other person concerning her appointment. She is also not a party to any transactions requiring disclosure under Item 404(a) of Regulation S-K.