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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/14/20 Copart Inc SC 13G/A 1:52K Copart Inc Workiva Inc Wde… FA01/FA |
Document/Exhibit Description Pages Size
1: SC 13G/A Amendment to Statement of Acquisition of HTML 33K
Beneficial Ownership by a Passive Investor
| Document |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 10)* |
Copart, Inc. |
(Name of Issuer) |
Common Stock |
(Title of Class of Securities) |
(CUSIP Number) |
(Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ¨ Rule 13d-l(b) ¨ Rule 13d-l(c) ý Rule 13d-l(d) *The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). |
CUSIP
No. | |||||||||||||
1. | Names of Reporting Persons | ||||||||||||
2. | Check the Appropriate Box if a Member of a Group (See Instructions) | ||||||||||||
(a) ¨ (b) ¨ | |||||||||||||
3. | SEC
Use Only | ||||||||||||
4. | Citizenship or Place of Organization United States of America | ||||||||||||
Number of Shares Beneficially Owned by Each Reporting Person With: | 5. | Sole Voting Power 6,236,671 shares of Common Stock (1) | |||||||||||
6. | Shared Voting Power 13,325,673
of Common Stock (2) | ||||||||||||
7. | Sole Dispositive Power 6,236,671 shares of Common Stock (1) | ||||||||||||
8. | Shared Dispositive Power 13,325,673 shares of Common Stock (2) | ||||||||||||
9. | Aggregate Amount Beneficially Owned by Each Reporting Person 19,562,344 shares of Common Stock | ||||||||||||
10. | Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) | ||||||||||||
11. | Percent of Class Represented by Amount in Row (9) 8.40% | ||||||||||||
12. | Type of Reporting Person (See Instructions) IN | ||||||||||||
(1) | Includes 3,595,300
shares held directly by Willis J. Johnson, 885,442 shares held in a grantor retained annuity trust, for which Mr. Johnson serves as trustee, 885,442 shares held in a second grantor retained annuity trust, for which Mr. Johnson serves as trustee, and 561,320 shares held by Willis and Reba’s Foundation, for which Mr. Johnson serves as President. Also includes options to purchase 309,167 shares of Common Stock, which are exercisable within 60 days of December 31, 2019. |
(2) | Includes 10,911,673 shares held by the Willis
J. Johnson and Reba J. Johnson Revocable Trust DTD 1/16/1997, for which Mr. Johnson and his wife are trustees, 2,014,000 shares held by the Reba Family Limited Partnership II, for which Mr. Johnson and his wife are the general partners, and 400,000 shares held directly by Willis J. Johnson and Reba J. Johnson as community property. |
(3) | The calculation of the percentage of outstanding shares of Common Stock beneficially owned by the Reporting Person as of December 31, 2019 is based on 232,454,206 shares of Common Stock indicated as outstanding in the Issuer’s
Quarterly Report on Form 10-Q for the period ended October 31, 2019, plus options held by the Reporting Person to purchase 309,167 shares of Common Stock, which are exercisable within 60 days of December 31, 2019. |
(a) | ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
(b) | ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
(c) | ¨ Insurance company as defined in section 3(a)(19)
of the Act (15 U.S.C. 78c). |
(d) | ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
(e) | ¨ An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E). |
(f) | ¨ An
employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F). |
(g) | ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G). |
(h) | ¨ A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). |
(i) | ¨ A
church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). |
(j) | ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
Item 4. | Ownership. |
(1) | The calculation of the percentage of outstanding shares of Common Stock beneficially owned by the Reporting Person as of December 31, 2019 is based on 232,454,206 shares of Common Stock indicated as outstanding in the Issuer’s Quarterly Report on Form 10-Q for the period ended October 31, 2019, plus options held by the Reporting Person to purchase 309,167 shares of Common Stock, which are exercisable within 60 days of December 31, 2019. |
(2) | Includes
3,595,300 shares held directly by Willis J. Johnson, 885,442 shares held in a grantor retained annuity trust, for which Mr. Johnson serves as trustee, 885,442 shares held in a second grantor retained annuity trust, for which Mr. Johnson serves as trustee, and 561,320 shares held by Willis and Reba’s Foundation, for which Mr. Johnson serves as President. Also includes options to purchase 309,167 shares of Common Stock, which are exercisable within 60 days of December 31, 2019. |
(3) | Includes 10,911,673 shares held by the Willis
J. Johnson and Reba J. Johnson Revocable Trust DTD 1/16/1997, for which Mr. Johnson and his wife are trustees, 2,014,000 shares held by the Reba Family Limited Partnership II, for which Mr. Johnson and his wife are the general partners, and 400,000 shares held directly by Willis J. Johnson and Reba J. Johnson as community property. |
Item 6. | Ownership
of More than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person. |
Item 8. | Identification and Classification of Members of the Group. |
Item
9. | Notice of Dissolution of Group. |
Item 10. | Certifications. |
| This ‘SC 13G/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 2/14/20 | |||
| 12/31/19 | ||||
| 10/31/19 | 10-Q, 4 | |||
| List all Filings | ||||