COPART INC — Director's Dealing 2016

Jun 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COPART INC (CPRT)
CIK: 0000900075
Period of Report: 2016-05-27

Reporting Person: COHAN STEVEN D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-27	Common Stock	M	40000	$20.22	Acquired	40012	Direct
2016-05-27	Common Stock	M	40000	$13.075	Acquired	80012	Direct
2016-05-27	Common Stock	M	40000	$17.62	Acquired	120012	Direct
2016-05-27	Common Stock	M	40000	$16.56	Acquired	160012	Direct
2016-05-27	Common Stock	S	160000	$48.8515	Disposed	12	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-27	Stock Option (right to buy)	$20.22	M	40000	Disposed	2017-12-06	Common Stock (40000.0)	Direct
2016-05-27	Stock Option (right to buy)	$13.075	M	40000	Disposed	2018-12-11	Common Stock (40000.0)	Direct
2016-05-27	Stock Option (right to buy)	$17.62	M	40000	Disposed	2019-12-03	Common Stock (40000.0)	Direct
2016-05-27	Stock Option (right to buy)	$16.56	M	40000	Disposed	2020-12-02	Common Stock (40000.0)	Direct

Footnotes

F1: On March 8, 2012, Copart implemented a two-for-one stock split in the form of a stock dividend, resulting in the reporting person's ownership of 6 additional shares of common stock, which were inadvertently omitted from the reporting person's Form 4 filed on March 7, 2013.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $48.789 to $49.04, inclusive. The reporting person undertakes to provide to Copart, Inc., any security holder of Copart, Inc., 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 ranges set forth in this Form 4.

F3: This option was previously reported as an option for 20,000 shares of common stock at an exercise price of $40.44 per share, but was adjusted to reflect the stock dividend declared by Copart on March 8, 2012.

F4: 2007 Equity Incentive Plan. One half of the options vested on the first anniversary of the date of grant and the balance vested on a monthly basis over the 12 months succeeding such first anniversary.

F5: This option was previously reported as an option for 20,000 shares of common stock at an exercise price of $26.15 per share, but was adjusted to reflect the stock dividend declared by Copart on March 8, 2012.

F6: This option expires on December 11, 2018. A previous Form 4 filed on December 15, 2008 contained a clerical error reporting the incorrect expiration date for this option.

F7: This option was previously reported as an option for 20,000 shares of common stock at an exercise price of $35.24 per share, but was adjusted to reflect the stock dividend declared by Copart on March 8, 2012.

F8: This option was previously reported as an option for 20,000 shares of common stock at an exercise price of $33.12 per share, but was adjusted to reflect the stock dividend declared by Copart on March 8, 2012.