FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

HALLETT JAMES P
2. Issuer Name and Ticker or Trading Symbol

KAR Auction Services, Inc. [ KAR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Executive Officer
(Last)          (First)          (Middle)

C/O: KAR AUCTION SERVICES, INC., 11299 NORTH ILLINOIS STREET
3. Date of Earliest Transaction (MM/DD/YYYY)

3/9/2020
(Street)

CARMEL, IN 46032
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 3/9/2020  P  59255 A$16.88 (1)432943.6823 (2)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option (right to buy) $11.74            (3)2/27/2024 Common Stock 194404.0  194404 D  
Restricted Stock Units  (4)           (5) (5)Common Stock 5766.0  5766 D  
Restricted Stock Units  (4)           (6) (6)Common Stock 13353.0  13353 D  
Restricted Stock Units  (4)           (7) (7)Common Stock 54310.19  54310.19 D  
Restricted Stock Units  (4)           (8) (8)Common Stock 45490.191  45490.191 D  
Restricted Stock Units  (4)           (9) (9)Common Stock 43821.0  43821 D  

Explanation of Responses:
(1) The price reported in column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $16.51 to $17.01 per share, 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 purchased at each separate price within the range set forth in this footnote.
(2) Includes 3,967.5593 shares acquired pursuant to the Company's Employee Stock Purchase Plan.
(3) All of these options are currently exercisable.
(4) Each restricted stock unit is convertible into a share of common stock on a 1-for-1 basis.
(5) 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 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 vest on March 2, 2021, assuming continued employment through the applicable vesting date.
(6) 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 vest 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.
(7) These restricted stock units remain subject to a time-vesting requirement and are scheduled to vest and settle in common stock on March 2, 2021, assuming continued employment through the applicable vesting date.
(8) 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.
(9) 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 vest 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.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
HALLETT JAMES P
C/O: KAR AUCTION SERVICES, INC.
11299 NORTH ILLINOIS STREET
CARMEL, IN 46032
X
Chief Executive Officer

Signatures
Charles S. Coleman as Attorney In Fact3/10/2020
**Signature of Reporting PersonDate

OPENLANE (NYSE:KAR)
Historical Stock Chart
From Mar 2024 to Apr 2024 Click Here for more OPENLANE Charts.
OPENLANE (NYSE:KAR)
Historical Stock Chart
From Apr 2023 to Apr 2024 Click Here for more OPENLANE Charts.