Fitzgerald Leanne 4

What Happened

• Leanne Fitzgerald, Chief Legal Officer of ACV Auctions (ACVA), was granted 194,348 restricted stock units (RSUs) on 2026-04-01 (acquisition price $0). On the same date, 16,456 shares were withheld by the issuer to cover tax liabilities related to the vesting of previously granted time-based RSUs; those withholdings occurred at $4.27 per share for a total of $70,267.
• The RSU grant is an award (code A); the withheld shares are tax withholding (code F). The withholding does not represent a discretionary market sale by the reporting person.

Key Details

• Transaction date(s): 2026-04-01 (reported on Form 4 filed 2026-04-03).
• Grant: 194,348 RSUs, acquisition price $0.
• Withholdings: 5,821; 4,158; 3,553; and 2,924 shares (total 16,456) withheld at $4.27 each = $70,267 to cover taxes.
• Vesting schedule for the new award: 12 substantially equal quarterly installments beginning July 1, 2026, subject to continuous service (footnote).
• Filing timeliness: Form 4 filed on 2026-04-03 for a 2026-04-01 transaction — within the standard two-business-day reporting window.
• Shares owned after the transaction: not specified in the information provided.
• Notes: Footnote clarifies the withheld shares were issuer withholding to cover tax liability and are not a discretionary sale by the insider.

Context

• RSU grants are common compensation for executives and vest over time; the new grant will vest quarterly beginning July 1, 2026 if Fitzgerald remains in continuous service.
• The tax-withheld shares reduce the insider’s share count but are routine and do not necessarily signal a change in the insider’s sentiment about the company.