OPENLANE, Inc. — Director's Dealing 2021

Mar 4, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: KAR Auction Services, Inc. (KAR)
CIK: 0001395942
Period of Report: 2021-03-02

Reporting Person: Coleman Charles S. (EVP, CLO & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-02	Common Stock	M	191	—	Acquired	10866.8733	Direct
2021-03-02	Common Stock	F	55	$13.99	Disposed	10811.8733	Direct
2021-03-02	Common Stock	M	1801	—	Acquired	12612.8733	Direct
2021-03-02	Common Stock	F	515	$13.99	Disposed	12097.8733	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-02	Restricted Stock Units	$	M	191	Disposed		Common Stock (191.0)	Direct
2021-03-02	Restricted Stock Units	$	M	1801	Disposed		Common Stock (1801.0)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (275.0)	275	Direct
Restricted Stock Units	$		Common Stock (1808.483)	1808.483	Direct
Restricted Stock Units	$		Common Stock (2248.0)	2248	Direct

Footnotes

F1: Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis. The restricted stock units vested in common stock on March 2, 2021.

F2: Includes 2,999.8573 shares acquired pursuant to the Company's Employee Stock Purchase Plan.

F3: Shares withheld by the Company to satisfy tax withholding requirements.

F4: Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.

F5: These restricted stock units were subject to a time-vesting requirement and vested and settled in common stock as follows: one-third of these restricted stock units vested on March 2, 2019, one-third of these restricted stock units vested on March 2, 2020 and the remaining one-third of these restricted stock units vested on March 2, 2021.

F6: These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on February 22, 2020, one-third of these restricted stock units vested on February 22, 2021 and the remaining one-third of these restricted stock units vest on February 22, 2022, assuming continued employment through the applicable vesting date.

F7: These restricted stock units were subject to a time-vesting requirement and vested and settled in common stock on March 2, 2021.

F8: These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on February 22, 2022, assuming continued employment through the applicable vesting date.

F9: These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock as follows: one-third of these restricted stock units vested on February 21, 2021, one-third of these restricted stock units vest on February 21, 2022 and the remaining one-third of these restricted stock units vest on February 21, 2023, assuming continued employment through the applicable vesting date.