01—Abstract
Summary
Summary of the 8-K/A filed August 19, 2026. Cited figures are marked; the original filing is the authoritative source.
Copart Inc. (CPRT) announced executive compensation details for Jane Pocock, following her appointment as President on August 1, 2026.
The Compensation Committee of the Board of Directors has approved a compensation package designed to incentivize and retain Ms. Pocock, aligning her interests with those of the company and its shareholders. This package includes a significant base salary, annual bonus potential, and equity awards in the form of restricted stock units (RSUs) and stock options, with vesting tied to both time and, for a portion of the options, a performance-based stock price hurdle. The details of Ms. Pocock's compensation are significant as they reflect the company's investment in key leadership.
The restricted stock units and stock options are structured with multi-year vesting schedules, encouraging long-term commitment. Notably, a substantial portion of the stock options is contingent on the company's stock price reaching a specified premium, introducing a performance-based element that directly links executive reward to shareholder value creation.
02—Key points
Key Highlights
- Jane Pocock appointed President on August 1, 2026.
- Approved compensation package for Ms. Pocock includes a base salary of $804,000 per annum, effective August 1, 2026.
- Ms. Pocock is eligible for a target annual bonus of $643,000.
- Granted restricted stock units (RSUs) with a grant-date value of $800,000, vesting over five years.
- Granted a stock option to purchase 500,000 shares of common stock, vesting over five years.
- A portion of stock options (279,000) are subject to a performance-based vesting condition tied to a 125% 'Premium Price Hurdle' relative to the exercise price.
- Vesting for both RSUs and stock options is subject to continued employment.
03—Questions
Frequently Asked Questions
What is the total value of the compensation package approved for Jane Pocock?
The filing details specific components of Ms. Pocock's compensation rather than a total package value. It includes a base salary of $804,000 annually, a target annual bonus of $643,000, $800,000 in restricted stock units, and a stock option grant for 500,000 shares. The actual value of the equity awards will depend on future stock performance and vesting.
What are the vesting conditions for Ms. Pocock's equity awards?
Both the restricted stock units and stock options have time-based vesting over five years, contingent upon her continued employment. Additionally, 279,000 of the stock options have a performance-based vesting condition that requires the Company's stock price to reach 125% of the option's exercise price for 20 consecutive trading days.
When are Ms. Pocock's new compensation arrangements effective?
Ms. Pocock's base salary of $804,000 is effective as of August 1, 2026. The vesting commencement date for both the restricted stock units and stock options is also August 1, 2026.
What is the 'Premium Price Hurdle' for the stock options?
The 'Premium Price Hurdle' is a performance condition for 279,000 of Ms. Pocock's stock options. These options will only become exercisable if the trading price of Copart's common stock reaches at least 125% of the stock option's per-share exercise price. This condition must be met both at the time of exercise and sustained for 20 consecutive trading days prior to exercise, assuming her continued employment.
04—Continue