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ACV Auctions Inc.

For the period ended May 27, 2026. Filed Apr 16, 2026.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 27, 2026 · Filed Apr 16, 2026

ACVA$10.500.0%Stored close · as of Oct 15, 2026
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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, in the Compensation Committee’s discretion, and no bonus was paid to our NEOs based on the 2025 Performance Bonus Plan.

The Compensation Committee established the size of the NEOs’ annual target bonus opportunities following a review of the factors described in the section above “Factors Used in Determining Executive Compensation” 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 target bonus opportunities approved for each of our NEOs for the fiscal year ended December 31, 2025 were as follows:

NEOTARGET BONUSOPPORTUNITY (% OF BASESALARY)TARGET BONUS OPPORTUNITY(1)
George Chamoun130%$630,529
William Zerella90%$407,880
Vikas Mehta90%$407,880
Michael Waterman100%$406,850
Leanne Fitzgerald70%$279,300
(1)No actual payouts of bonuses for 2025 were made as further discussed below in the section titled “Fiscal Year Ended December 31, 2025 Bonus Payouts.”
36ACV AUCTIONS
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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.