CarPartscom Inc

Rule 10b5-1 Trading Arrangements

During the thirteen weeks ended September 28, 2024, none of our directors or executive officers adopted orterminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408(a) of Regulation S-K).

Employment Agreement Amendments

On October 28, 2024, the Company entered into amendments to the employment agreements with David Meniane, Chief Executive Officer, Michael Huffaker, Chief Operating Officer, Ryan Lockwood, Chief Financial Officer, and Kalamegam Subramanian, Chief Technology Officer. The amendments modify the equity acceleration and severance provisions in connection with a Change in Control, as defined in the Company's 2016 Equity Incentive Plan.

Under the amended agreements, all equity awards that are assumed, substituted or otherwise continued as part of a Change in Control will accelerate in full if the executive's employment is terminated without Cause or the executive resigns for Good Reason within three months before or twelve months following a Change in Control.

In the event of a termination without Cause or resignation for Good Reason in connection with a Change in Control, Mr. Lockwood and Mr. Subramanian will receive 12 months of salary continuation and COBRA premium reimbursements (increased from 6 months in their original agreements).

The amendments do not modify any other terms of the executives' employment agreements.

The foregoing description of the amendments is qualified in its entirety by reference to the full text of each amendment, copies of which will be filed as exhibits to the Company’s Annual Report on Form 10-K for the year ending December 28, 2024.