ACV Auctions Inc. — Director's Dealing 2023

Jun 15, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ACV Auctions Inc. (ACVA)
CIK: 0001637873
Period of Report: 2023-06-12

Reporting Person: Hirsch Brian (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-06-12	Class A Common Stock	C	84076	—	Acquired	84076	Indirect
2023-06-12	Class A Common Stock	S	84076	$18.02	Disposed	0	Indirect
2023-06-13	Class A Common Stock	C	63322	—	Acquired	63322	Indirect
2023-06-13	Class A Common Stock	S	63322	$18.02	Disposed	0	Indirect
2023-06-13	Class A Common Stock	S	56710	$18.03	Disposed	276116	Direct
2023-06-14	Class A Common Stock	C	46195	—	Acquired	46195	Indirect
2023-06-14	Class A Common Stock	S	46195	$17.66	Disposed	0	Indirect
2023-06-14	Class A Common Stock	S	25702	$17.69	Disposed	250414	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-06-12	Class B Common Stock	$	C	84076	Disposed		Class A Common Stock (84076)	Indirect
2023-06-13	Class B Common Stock	$	C	63322	Disposed		Class A Common Stock (63322)	Indirect
2023-06-14	Class B Common Stock	$	C	46195	Disposed		Class A Common Stock (46195)	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (42200)	42200	Indirect
Class B Common Stock	$		Class A Common Stock (5821210)	5821210	Indirect
Class B Common Stock	$		Class A Common Stock (1940405)	1940405	Indirect

Footnotes

F1: These shares of Class B common stock were converted into Class A common stock on a one-for-one basis for no additional consideration.

F2: The shares are held by Tribeca Access Fund, L.P. ("TAF"). Tribeca Access Fund GP, LLC ("TAF GP") is the general partner of TAF. The Reporting Person is a managing partner of TAF GP. The Reporting Person disclaims beneficial ownership of the shares held by TAF, except to the extent of his pecuniary interest, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.94 to $18.16 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.85 to $18.20 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F5: This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 14, 2023.

F6: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.90 to $18.20 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F7: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.39 to $17.91 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F8: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $17.42 to $17.91 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

F9: Each share of Class B common stock will convert automatically into one share of Class A common stock for no consideration upon any transfer, except for certain permitted transfers, and has no expiration date.

F10: The shares are held by Tribeca ACV Holdings, LLC ("TACV"). Tribeca Venture Partners II GP, LLC ("TVP II GP") is the general partner of TACV. The Reporting Person is a managing partner of TVP II GP. The Reporting Person disclaims beneficial ownership of the shares held by TACV, except to the extent of his
pecuniary interest, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares.

F11: The shares are held by Tribeca Venture Fund II, L.P. ("TVFII"). TVP II GP is the general partner of TVFII. The Reporting Person is a managing partner of TVP II GP. The Reporting Person disclaims beneficial ownership of the shares held by TVFII, except to the extent of his pecuniary interest, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares.

F12: The shares are held by Tribeca Venture Fund II New York, L.P. ("TVFII NY"). TVP II GP is the general partner of TVFII NY. The Reporting Person is a managing partner of TVP II GP. The Reporting Person disclaims beneficial ownership of the shares held by TVFII NY, except to the extent of his pecuniary interest, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares.