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CPRTCopart

Industrials · Auto Dealers · Nasdaq

We were incorporated in California in 1982, became a public company in 1994, and were reincorporated in Delaware in January 2012. 10-K, Item 1

Headquarters
Dallas, TX
CEO
Jeffrey Liaw
Next results
around Nov 19, 2026
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13 paragraphs in Risk Factors of the 10-K filed Sep 29, 2026 with nothing like them in the 10-K filed Sep 26, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.

Compared with the Risk Factors in the latest 10-K of the other 81 Industrials companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.

•public health issues, such as epidemics, pandemics, and other public health emergencies;

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We may incur substantial indebtedness and any failure to meet our debt obligations may adversely affect our business, financial condition, and results of operations.

Similar paragraph at 14 of 81 other Industrials companies: BA, BR, CMI, CTAS, DAL, ETN, FDX, FERG and 6 more

We have entered into, and may continue to enter into, arrangements pursuant to which we may incur significant indebtedness, including the 2026 Credit Agreement, which provides for an unsecured revolving credit in an aggregate principal amount of up to $1,250 million maturing on January 23, 2031. If we incur indebtedness and cannot service it, we may have to

take actions such as utilizing available capital, selling assets, or reducing or delaying capital expenditures, strategic transactions, and investments, any of which may impede the implementation of our business strategy, prevent us from entering into transactions that would otherwise benefit our business, and may adversely affect our business, financial condition, and results of operations.

The 2026 Credit Agreement contains restrictive covenants, including a maximum consolidated total net leverage ratio and other customary covenants that limit our and our subsidiaries’ operating and financial flexibility, subject to certain exceptions. If we fail to comply, the lenders could terminate their commitments and accelerate any outstanding borrowings, and because the facility is guaranteed by certain of our subsidiaries, they could be required to satisfy those obligations. If we incur indebtedness under the 2026 Credit Agreement, we will be subject to variable interest rate risk, because borrowings bear interest at a margin over a benchmark rate or a base rate. A substantial increase in interest rates could impair our ability to service our indebtedness. Any refinancing of our debt could be at higher interest rates and could require us to comply with more onerous covenants, which could further restrict our business operations. We also may not be able to refinance indebtedness on commercially reasonable terms, or at all.

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will take actions in violation of our policies or applicable law, for which we may be ultimately held responsible. Any allegation of violations of or violation of the applicable anti-bribery and anti-corruption laws could subject us to whistleblower complaints, settlements, prosecution, enforcement actions, fines, damages, adverse media coverage, investigations, and other civil and criminal penalties, all of which could have a material adverse effect on our consolidated operating results and financial position. Responding to any investigation or action could result in a materially significant diversion of management’s attention and resources and significant defense costs and other professional fees.

Similar paragraph at 1 of 81 other Industrials companies: LDOS
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In the United States, California has enacted the California Consumer Privacy Act, as amended (“CCPA”) and numerous similar recently enacted laws create new data privacy rights for individuals. Other evolving legislation relating to privacy and cybersecurity at the federal, state, and local levels also may, or may be argued to, apply to us. Additionally, certain of our commercial partners, including payment card companies, have imposed data security standards or other obligations relating to privacy, data protection, or data security upon us, and others may do so in the future. We also may be, or may be argued to be, subject to industry standards or other actual or asserted obligations relating to privacy, data protection, and cybersecurity. We strive to comply with applicable laws, regulations, policies, and contractual and other legal obligations relating to privacy, data protection, and cybersecurity. These legal, contractual, and other actual and asserted obligations are, however, evolving rapidly, may be interpreted and applied in new ways and/or in manners that are inconsistent, and may conflict with other obligations or our practices.

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artificial intelligence are evolving and may not afford us adequate protection, which could increase our reliance on trade secret protection and diminish the value of, or our ability to protect, our proprietary technologies.

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Our development and use of artificial intelligence and machine learning technologies present operational, legal, competitive, and reputational risks that could adversely affect our business, consolidated results of operations, and financial position.

Similar paragraph at 4 of 81 other Industrials companies: BR, CTAS, GEV, PAYX

We increasingly incorporate artificial intelligence, machine learning, and generative artificial intelligence technologies into our operations, products, and services, including in areas such as [vehicle image capture and condition assessment, total loss and valuation determinations, pricing and analytics, fraud detection, member and customer support, and internal productivity tools]. These technologies are complex, rapidly evolving, and involve significant uncertainty. Competitors or new market entrants may develop or deploy them more quickly or effectively than we do, eroding our competitive position, and if our investments do not perform as expected or we cannot integrate them in a timely, cost-effective, secure, or responsible manner, we may not realize the efficiencies, revenue, or other benefits we anticipate.

Artificial intelligence is also the subject of rapidly evolving and fragmented laws, regulations, and industry standards in the United States and internationally, addressing transparency, data usage, automated decision-making, consumer protection, and discrimination. These requirements are uncertain, may conflict across jurisdictions, and may require us to change our practices, restrict our ability to develop or deploy these technologies, or increase our compliance costs and liability. Our failure to meet our responsibilities—or similar failures by the third-party providers that incorporate these tools into the products and services they provide us—could subject us to reputational harm, regulatory investigations or enforcement actions, fines and civil penalties, or litigation.

Because the models, algorithms, and datasets these technologies rely on may be flawed, incomplete, or biased, their outputs may be inaccurate, unreliable, or otherwise harmful, including in unintended or discriminatory ways. Certain of our uses directly affect transaction outcomes for vehicle sellers and buyers, errors, defects, or malfunctions, or their misuse by our personnel, which could result in operational disruptions, flawed business decisions, degraded sale outcomes, disputes or litigation, and harm to our reputation and our relationships with insurance companies and other significant vehicle sellers. Our use of these technologies may also increase the risk that our confidential information or our customers' personal information is inadvertently disclosed, used to train third-party models, or otherwise made available to others, and intellectual property rights in the outputs may be uncertain or unenforceable, we may not own those outputs, and our use of these technologies and their training data may subject us to infringement or misappropriation claims. Any of the foregoing risks, individually or in the aggregate, could have a material adverse effect on our business, consolidated results of operations, and financial position.

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•public health issues, such as epidemics, pandemics, and other public health emergencies;

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New in the latest 10-Q

1 paragraph in the 10-Q filed May 29, 2026 with nothing like it in the 10-Q filed Mar 3, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.

10-Q

NOTE 10 - Segments and Other Geographic Reporting The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker, or "CODM", the Company's Chief Executive Officer, allocates resources and measures results. The Company's CODM evaluates the performance of its reportable segments and allocates resources based on segment Operating Income. This measure is used to assess profitability, guide decisions regarding capital investment, and evaluate the performance of segment leadership. The following table presents financial information by segment. The specific line items in the tables represent the significant segment expenses reviewed by the CODM: Three Months Ended April 30, 2026 Three Months Ended April 30, 2025 (In thousands) United States International Total United States International Total ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Service revenues $ 895,464 $ 160,616 $ 1,056,080 $ 898,625 $ 136,211 $ 1,034,836 Vehicle sales 107,398 73,588 180,986 107,832 69,048 176,880 Total service revenues and vehicle sales 1,002,862 234,204 1,237,066 1,006,457 205,259 1,211,716 Facility operations 419,714 84,476 504,190 412,895 76,840 489,735 Cost of vehicle sales 99,024 61,253 160,277 113,853 55,861 169,714 General and administrative 93,679 14,638 108,317 87,244 13,478 100,722 Operating income $ 390,445 $ 73,837 $ 464,282 $ 392,465 $ 59,080 $ 451,545 Depreciation and amortization, excluding debt issuance costs $ 50,259 $ 8,724 $ 58,983 $ 46,461 $ 7,955 $ 54,416 Interest income, net 35,439 3,374 38,813 39,262 3,514 42,776 Capital expenditures and acquisitions 75,213 5,733 80,946 62,906 7,561 70,467

Read in the 10-Q ↗

The 10-Q's risk factors against the 10-K

Item 1A of the 10-Q filed May 29, 2026 against Item 1A of the 10-K filed Sep 26, 2025. A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed. Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed, Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal (cut words struck through, new words highlighted and underlined). Text on the page, not a score; each links to the filing at sec.gov.

What the 10-Q itself says about its risk factors:
Set forth below and elsewhere in this Quarterly Report on Form 10-Q and in other documents we file with the SEC are descriptions of the risks and uncertainties that could cause our actual results to differ materially from the results contemplated by the forward-looking statements contained in this Quarterly Report on Form 10-Q. The descriptions below include any material changes to and supersede the description of the risk factors affecting our business previously disclosed in “Part I, Item 1A, Risk Factors” of our 2025 Form 10-K.

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Added10-Q 2026-05-29 vs 10-K 2025-09-26
Participants in the vehicle sales industry are subject to, and may be required to expend funds to ensure compliance with a variety of laws, regulations, and ordinances. These include, without limitation, land use ordinances, business and occupational licensure requirements and procedures, vehicle titling, sales, and registration rules and procedures, and laws and regulations relating to the

Read it in the 10-Q at sec.gov ↗

Added10-Q 2026-05-29 vs 10-K 2025-09-26
modify or enhance our protective measures or to investigate and remediate any information security vulnerabilities. Any of the risks described above could materially and adversely affect our consolidated results of operations and financial position.

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Reworded10-Q 2026-05-29 vs 10-K 2025-09-26
Initiating programs that allow access to our online auctions to the general public will involve material expenditures and we cannot predict what future benefit, if any, will be derived.

Read it in the 10-Q at sec.gov ↗ · The 10-K sentence ↗

Reworded10-Q 2026-05-29 vs 10-K 2025-09-26
Although no single customer accounted for more than 10% of our consolidated revenues for fiscal 2025, 2024, or 2023, during nine months ended April 30, 2026, a limited number of vehicle sellers historically have collectively accounted for a substantial portion of our revenues.

Read it in the 10-Q at sec.gov ↗ · The 10-K sentence ↗

Reworded10-Q 2026-05-29 vs 10-K 2025-09-26
A reduction in vehicles from a significant vehicle seller or any material changes in the terms of an arrangement with a significant vehicle seller could have a material adverse effect on our consolidated results of operations and financial position.

Read it in the 10-Q at sec.gov ↗ · The 10-K sentence ↗

Reworded10-Q 2026-05-29 vs 10-K 2025-09-26
In addition, without the consent of these stockholders, we could be delayed or prevented from entering into transactions that could be beneficial to us or our other investors.

Read it in the 10-Q at sec.gov ↗ · The 10-K sentence ↗

Reworded10-Q 2026-05-29 vs 10-K 2025-09-26
Department of Justice, Consumer Protection Branch Justice is conducting an ongoing investigation into potential violations by the Company of certain money laundering laws related to its practices and procedures for preventing and detecting money-laundering activity by its auction platform members.

Read it in the 10-Q at sec.gov ↗ · The 10-K sentence ↗

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