ACV Auctions Inc
For the period ended May 28, 2025. Filed Apr 17, 2025.
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May 28, 2025 · Filed Apr 17, 2025
Contents
Annual Performance-Based Bonus Program
Our annual performance-based bonus program for our executive officers, including our NEOs (the “Performance Bonus Plan”) provides incentive compensation that is specifically designed to motivate our NEOs to achieve preestablished company-wide priorities set by the Board of Directors or Compensation Committee and to reward them for results and achievements in a given year. The annual target bonus opportunities for our NEOs are typically determined by the Compensation Committee (with approval of the Board of Directors, in the case of our CEO) each year and are expressed as a percentage of each individual’s annual base salary, with the potential bonus opportunity generally commensurate with each NEO’s role and responsibilities and communicated to each NEO. The company-wide priorities are measured at the end of each year after our financial statements have been prepared. The Performance Bonus Plan amounts are paid out in cash or equity or a combination of the two.
The Compensation Committee established the size of the NEOs’ annual target bonus opportunities following a review of the factors described in the section above and did not increase the target bonus opportunity (percentage of base salary) for any of the NEOs, nor recommend to the Board a change to the CEO’s target. The Compensation Committee also did not increase for the NEOs or recommend to the Board an increase for the CEO, to the base salary on which the bonus is based between 2023 and 2024. The target bonus opportunities approved for each of our NEOs for the fiscal year ended December 31, 2024 were as follows:
| NEO | TARGET BONUSOPPORTUNITY (% OF BASESALARY) | TARGET BONUS OPPORTUNITY(1) |
|---|---|---|
| George Chamoun | 130% | $617,500 |
| William Zerella | 90% | $396,000 |
| Vikas Mehta | 90% | $396,000 |
| Michael Waterman | 100% | $395,000 |
| Craig Anderson | 90% | $342,000 |
| (1) | Actual payouts of bonuses for 2024 are described below in the section titled “Fiscal Year Ended December 31, 2024 Bonus Payouts.” |
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