CARELLA THOMAS J. 4
4 · KAR Auction Services, Inc. · Filed May 13, 2010
Insider Transaction Report
Form 4
CARELLA THOMAS J.
Director
Transactions
- Sale
Common Stock
2010-05-10$15.00/sh−100$1,500→ 27,081,830 total(indirect: See footnotes) - Purchase
Common Stock
2010-05-10$15.00/sh+100$1,500→ 27,081,930 total(indirect: See footnotes)
Footnotes (3)
- [F1]The Reporting Person is a managing director of Goldman, Sachs & Co. ("Goldman Sachs"). Goldman Sachs is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any.
- [F2]GS Group and Goldman Sachs may be deemed to beneficially own indirectly, in the aggregate, 27,081,830 shares of common stock, par value $0.01 per share ("Common Stock"), of KAR Auction Services, Inc. (the "Company") by reason of the indirect beneficial ownership of such shares by certain limited partnerships (the "Limited Partnerships"). The Limited Partnerships may be deemed to beneficially own indirectly 27,081,830 shares of Common Stock by reason of the direct beneficial ownership of such shares by KAR Holdings II, LLC ("KAR LLC"). The common interests of KAR LLC are held by a private investor group, which includes the Limited Partnerships. Goldman Sachs is the investment manager of the Limited Partnerships. Affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner or managing partner of the Limited Partnerships.
- [F3]The Common Stock of the Company reported herein as indirectly purchased and sold were beneficially owned directly by Goldman Sachs and may be deemed to have been beneficially owned indirectly by GS Group. Without admitting any legal obligation, Goldman Sachs or another wholly-owned subsidiary of GS Group will remit appropriate profits, if any, to the Company.