Copart (CPRT) Proxy filing summary

Executive summary

• Annual stockholder meeting scheduled for Dec. 1, 2026, at 8:00 a.m. CST, 14185 Dallas Parkway, Suite 300, Dallas, TX; online votes due by 1:00 a.m. CST that day.

Voting matters and shareholder proposals

• Board recommends FOR all 12 director nominees and Proposals 2–5: advisory executive compensation, auditor ratification, equity plan amendment, and a 20,000,000-share option grant to A. Jayson Adair.

• Proposal 2 covers named executive officer compensation for FY ended July 31, 2026; Proposal 3 seeks ratification of Ernst & Young LLP for FY ending July 31, 2027.

Board of directors and corporate governance

• Stockholders will elect 12 directors to serve until the 2027 annual meeting or until successors are elected and qualified: Willis J. Johnson, A. Jayson Adair, David J. Berger, Matt Blunt, Steven D. Cohan, Daniel J. Englander, Stephen Fisher, Cherylyn Harley LeBon, James E. Meeks, Diane M. Morefield, Carl D. Sparks, and Thomas N. Tryforos.