COPART INC — Director's Dealing 2012

Mar 29, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COPART INC (CPRT)
CIK: 0000900075
Period of Report: 2012-03-26

Reporting Person: ADAIR A JAYSON (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-03-26	Common Stock	M	9100	$10.99	Acquired	529650	Direct
2012-03-26	Common Stock	M	11363	$8.80	Acquired	541013	Direct
2012-03-26	Common Stock	M	1667	$18.00	Acquired	542680	Direct
2012-03-26	Common Stock	M	7073	$24.03	Acquired	549753	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-03-26	Employee Stock Option (right to buy)	$10.99	M	9100	Disposed	2012-10-21	Common Stock (9100)	Direct
2012-03-26	Employee Stock Option (right to buy)	$8.80	M	11363	Disposed	2013-08-19	Common Stock (11363)	Direct
2012-03-26	Employee Stock Option (right to buy)	$18.00	M	1667	Disposed	2014-01-22	Common Stock (1667)	Direct
2012-03-26	Employee Stock Option (right to buy)	$24.03	M	7073	Disposed	2015-10-04	Common Stock (7073)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	186819	Indirect
Common Stock	6174	Indirect
Common Stock	6174	Indirect

Footnotes

F1: The option vested 20% after the first year, and thereafter monthly, ratably, over the remaining 48 months vesting term. The option grant date was January 22, 2004, and it became fully exercisable on January 22, 2009.

F2: Reflects shares held by A. Jayson Adair and Tammi L. Adair Revocable Trust, of which the reporting person and the reporting person's spouse are trustees.

F3: Reflects shares held by an irrevocable trust for the benefit of a member of the reporting person's immediate family.

F4: The option vested 20% after the first year, and thereafter monthly, ratably, over the remaining 48 months vesting term. The option grant date was August 19, 2003, and it became fully exercisable on August 19, 2008.

F5: The option vested 20% after the first year, and thereafter monthly, ratably, over the remaining 48 months vesting term. The option grant date was October 4, 2005, and it became fully exercisable on October 4, 2010.

F6: The option vested 20% after the first year, and thereafter monthly, ratably, over the remaining 48 months vesting term. The option grant date was October 21, 2002, and it became fully exercisable on October 21, 2007.