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Filing Details

Accession Number:: 0001395942-16-000296
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-05-11 21:57:03
Reporting Period:: 2016-05-09

Filing Date:: 2016-05-11
Accepted Time:: 2016-05-11 21:57:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1395942	Kar Auction Services Inc.	KAR	Retail-Auto Dealers & Gasoline Stations (5500)	208744739

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1592827	Stephane Hilaire St.	13085 Hamilton Crossing Blvd. Carmel IN 46032	President And Ceo Of Adesa	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2016-05-09	5,000	$10.00	5,000	No	4	M	Direct
Common Stock	Disposition	2016-05-09	5,000	$39.27	0	No	4	S	Direct
Common Stock	Acquisiton	2016-05-10	54,355	$10.00	54,355	No	4	M	Direct
Common Stock	Disposition	2016-05-10	54,355	$39.54	0	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Employee Stock Option (right to buy)	Disposition	2016-05-09	59,355	$10.00	59,355	$10.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2017-08-20	No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	721	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Employee Stock Option (right to buy)	$30.89	2024-02-27	38,884	38,884	Direct
Common Stock	Employee Stock Option (right to buy)	$13.46	2020-03-01	72,768	72,768	Direct
Common Stock	Restricted Stock Units	$0.00		2,144	2,144	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2024-02-27	38,884	38,884	Direct
2020-03-01	72,768	72,768	Direct
	2,144	2,144	Direct

Footnotes

The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.2600 to $39.2700 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 sold at each separate price within the range set forth in this footnote.
The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.1700 to $39.7000 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 sold at each separate price within the range set forth in this footnote.
These options are service options that vest based upon the passage of time and the reporting person's continued service with the Company. These options will vest as follows: 25% of these options became exercisable on 2/27/2015, 25% of these options became exercisable on 2/27/2016, 25% of these options become exercisable on 2/27/2017, and the remaining 25% of these options become exercisable on 2/27/2018.
An additional condition to vesting is that the reporting person must be a director, officer, employee, consultant or agent of the Company or any of its subsidiaries on the date on which the conditions set forth above are satisfied.
5,000 shares were exercised on 5/9/16 and 54,335 shares were exercised on 5/10/16.
54,355 of these performance options are currently exercisable.
5,598 of these service options are currently exercisable.
67,170 of these options are performance options that are currently exercisable.
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 2/20/16.
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 2/20/2016, one-third of these restricted stock units vest on 2/20/2017 and the remaining one-third of these restricted stock units vest on 2/20/2018, assuming continued employment through the applicable vesting date.