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CPRTCopart

Industrials · Auto Dealers · Nasdaq
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The 10-K against last year's

77 changes: 24 added, 7 removed, 46 reworded

10-K Sep 29, 2026 vs Sep 26, 2025
Risk FactorsRedline ↓
18.5%
of the text changed · 11,895 words now
17.3%
of the text changed · 5,876 words now
Legal ProceedingsRedline ↓
57.5%
of the text changed · 489 words now
Accounting PoliciesRedline ↓
31.9%
of the text changed · 4,121 words now

10-K 0001193125-26-405731 (2026-09-29) vs 10-K 0001628280-25-042946 (2025-09-26)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Accounting Policies 438 words changed in this paragraph; it is 42% similar to last year's version.
will not be different from what is reflected in the historical income tax provisions and accruals. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Net Income Per Share Basic net income per share amounts were computed by dividing net income attributable to Copart, Inc. by the weighted average number of common shares outstanding during the period. Diluted net income per share amounts were computed by dividing net income attributable to Copart, Inc. by the weighted average number of common shares outstanding plus dilutive potential common shares calculated for stock options, restricted stock, restricted stock units, and performance stock units outstanding during the period using the treasury stock method. Redeemable Noncontrolling Interest Redeemable noncontrolling interests represent a 20% noncontrolling ownership in Purple Wave, a consolidated subsidiary of the Company. Redeemable noncontrolling interests are presented outside of permanent equity on the consolidated balance sheets as they are redeemable by the holders of the noncontrolling interest and the redemption is outside the control of the Company. The redeemable noncontrolling interests were initially recorded at their issuance date fair value of $25.2 million. We record the carrying amount of the redeemable noncontrolling interests at the greater of (i) the initial carrying amount, increased or decreased for the noncontrolling interest’s share of net income or loss and its share of other comprehensive income or loss, and dividends or (ii) the redemption value. For interests that are redeemable in the future, we recognize changes in the redemption value immediately as they occur. Shares are redeemable at adjusted fair value from the third anniversary of the acquisition through the 10th anniversary of acquisition, acquisition and are redeemable at fair value thereafter. Cash, Cash Equivalents, and Restricted Cash and Investments The Company considers all highly liquid investments purchased with original maturities of three months or less at the time of purchase to be cash equivalents. Cash, cash equivalents, and restricted cash include cash held in checking, certificates of deposit, U.S. Treasury Bills, and money market accounts. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company’s cash, cash equivalents, and restricted cash are placed with high credit quality financial institutions. The Company has held to maturity securities comprised of U.S. Treasury Bills. These investments are classified as held to maturity as the Company has the intent and ability to hold these investments until they mature. The held to maturity securities mature within the next 12 months. The table below shows the amortized cost, associated gross unrealized gains and associated fair value of held to maturity securities (in thousands). July 31, 2026 (In thousands) Amortized Cost Gross Unrealized Gains Fair Value ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Investment in held to maturity securities $ 2,581,901 $14,985 $2,596,886 July 31, 2025 (In thousands) Amortized Cost Gross Unrealized Gains Fair Value ──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Investment in held to maturity securities $ 2,008,539 $15,575 $2,024,114 Inventory Inventories of purchased vehicles are stated at the lower of cost or estimated realizable value. Cost includes the Company’s cost of acquiring ownership of the vehicle. The cost of vehicles sold is charged to cost of vehicle sales as sold on a specific identification basis. Accounts Receivable Accounts receivable, which consist primarily of advance charges receivable from the Company’s sellers and the gross sales price of the vehicle due from buyers, are recorded when billed, advanced or accrued and represent claims against third parties that will be settled in cash. Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold.

Source: 10-K text, Note 1 – Summary of Significant Accounting Policies, 10-K 0001193125-26-405731 vs 10-K text, Note 1 – Summary of Significant Accounting Policies, 10-K 0001628280-25-042946

Legal Proceedings 282 words changed in this paragraph; it is 60% similar to last year's version.
NOTE 15 - Commitments and Contingencies Commitments Letters of Credit Under the 2026 Credit Agreement, the Company had outstanding letters of credit of $22.5 million at July 31, 2026, which are primarily used to secure certain insurance obligations. Contingencies Legal Proceedings The Company is subject to threats of litigation and is involved in actual litigation and damage claims arising in the ordinary course of business, such as actions related to injuries, property damage, contract disputes, and handling or disposal of vehicles. In addition, from time to time, the Company receives communications from government or regulatory agencies concerning investigations or allegations of noncompliance with laws or regulations in jurisdictions in which the Company operates. Except as otherwise noted in this Note 15, there are no material pending legal proceedings to which the Company is a party, or with respect to which any of the Company’s property is subject. The Company provides accruals for matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of any such matters on the Company’s future consolidated results of operations and cash flows cannot be predicted because any such effect depends on future results of operations and the amount and timing of the resolution of any such matters. The Company believes that any ultimate liability regarding existing litigation and claims would not have a material effect on its consolidated results of operations, financial position, or cash flows. However, legal and regulatory proceedings are inherently unpredictable, and the amount of the liabilities associated with claims, if any, cannot be determined with certainty. If one or more matters were resolved against us for amounts in excess of the Company’s expectations, the impact on the Company’s consolidated results of operations, financial position, or cash flow could be material. The Company maintains insurance which may or may not provide coverage for claims made against the Company. There is no assurance that there will be insurance coverage available when and if needed. Additionally, the insurance that the Company carries requires that the Company pay for costs and/or claims exposure up to the amount of the insurance deductibles. The U.S. Department of Justice, Consumer Protection Branch (DOJ) 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. In connection with this investigation, the Company received a letter from the DOJ in October 2023 in which the DOJ indicated the Company may have exposure as a result of potential violations of such money laundering statutes and regulations. The Company is cooperating with the DOJ’s investigation. At this time, we are unable to predict the duration, scope, or result of any potential governmental, criminal, or civil proceeding that may result, the imposition of fines and penalties, and/or other remedies, and as a result, are unable to predict the range of possible loss.

Source: Item 3, via Note 15 – Commitments and Contingencies, 10-K 0001193125-26-405731 vs Item 3, via Note 15 – Commitments and Contingencies, 10-K 0001628280-25-042946

Risk Factors 233 words changed in this paragraph; it is 59% similar to last year's version.
Our operations are subject to international, federal, provincial, state and local laws and regulations regarding the protection of the environment in the countries in which we have storage facilities. In some cases, we may acquire land with existing environmental issues, including landfills as an example. In the salvage vehicle remarketing industry, large numbers of wrecked vehicles are stored at storage facilities, requiring us to actively monitor and manage potential environmental impacts. In the U.K., we provide vehicle de-pollution and crushing services for end-of-life vehicles. We could incur substantial expenditures for preventative, investigative, or remedial action and could be exposed to liability arising from our operations, contamination by previous users of certain of our acquired facilities or facilities which we may acquire in the future, or the disposal of our waste at off-site locations. In addition to conducting environmental diligence on new site acquisitions, we also take such appropriate actions as may be necessary to avoid liability for activities of prior owners, and we have from time to time acquired insurance with respect to acquired facilities with known environmental risks. There can be no assurances, however, that these efforts to mitigate environmental risk will prove sufficient if we were to face material liabilities. We have incurred expenses for environmental remediation in the past, and environmental laws and regulations could become more stringent over time. There can be no assurance that we or our operations will not be subject to significant costs in the future or that environmental enforcement agencies at the state and federal level will not pursue enforcement actions against us. In addition to acquiring insurance in connection with certain acquisitions, we have also obtained indemnification for pre-existing environmental liabilities from many of the persons and entities from whom we have acquired facilities, but there can be no assurance that such indemnifications will be available or sufficient. In addition, increased focus by the U.S. and other governmental authorities on climate change and other environmental matters may lead to enhanced regulation in these areas, which could also result in increased compliance costs and subject us to additional potential liabilities. The extent of these costs and risks is difficult to predict and will depend in large part on the extent of new regulations and the ways in which those regulations are enforced. Any such expenditures or liabilities could have a material adverse effect on our consolidated results of operations, financial position, or cash flows.

Source: Item 1A, 10-K 0001193125-26-405731 vs Item 1A, 10-K 0001628280-25-042946

MD&A 89 words changed in this paragraph; it is 39% similar to last year's version.
The following table shows certain data from our consolidated statements of income expressed as a percentage of total service revenues and vehicle sales for fiscal 2026, 2025, 2024 and 2023:Year Ended July 31, (In percentages) 2025 2024 2023 Service revenues and vehicle sales: Service revenues 85% 84% 83% Vehicle sales 15% 16% 17% Total service revenues and vehicle sales 100% 100% 100% Operating expenses: Facility operations 42% 40% 39% Cost of vehicle sales 13% 15% 15% General and administrative 9% 8% 7% Total operating expenses 64% 63% 61% Operating income 36% 37% 39% Total other income 4% 3% 3% Income before income taxes 40% 40% 42% Income tax expense 7% 8% 8% Net income 33% 32% 34% 2024:

Source: Item 7, 10-K 0001193125-26-405731 vs Item 7, 10-K 0001628280-25-042946

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of CPRT's Risk Factors and MD&A, 10-K 2026-09-29 against 10-K 2025-09-26. Each links to the text at sec.gov.

RemovedRisk Factors
We continue to evaluate emerging technologies like artificial intelligence, machine learning, and generative artificial intelligence for incorporation into our business to augment our products and services. Such technologies present unique business opportunities along with ever-changing legal and regulatory risks. Both state and federal regulations relating to these emerging technologies are quickly and constantly evolving and may require significant resources to modify and maintain business practices to comply with laws, the nature of which cannot be determined at this time. Our failure to accurately identify and address our responsibilities and liabilities in this new environment could negatively affect any solutions we develop incorporating such technology and could subject us to reputational harm, regulatory action, or litigation, which may harm our financial condition and operating results. These same risks apply to our third-party service providers who are implementing these tools into the products or services they provide to us. Any failures to manage and mitigate these risks by these third-party service providers may negatively affect the products and services we provide our clients.

Read it in 10-K 2025-09-26 at sec.gov ↗

RemovedRisk Factors
transactions that could be beneficial to us or our other investors. These stockholders may take these actions even if they are opposed by our other investors.

Read it in 10-K 2025-09-26 at sec.gov ↗

RemovedMD&A
On December 21, 2021, we entered into a Second Amended and Restated Credit Agreement by and among Copart, certain subsidiaries of Copart party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agent (the “Second Amended and Restated Credit Agreement”). The Second Amended and Restated Credit Agreement provides for a revolving loan facility of $1,250.0 million maturing on December 21, 2026 (including up to $550.0 million equivalent of borrowings in Pounds Sterling, European Union Euro and Canadian dollars) with a $150.0 million equivalent sub-facility available to CPRT GmbH, a $150.0 million equivalent sub-facility available to Copart Autos España, S.L.U. and a $250.0 million sub-facility available to Copart UK Limited. The proceeds may be used for general corporate purposes, including working capital, capital expenditures, potential share repurchases, acquisition, or other investments relating to the Company’s expansion strategies in domestic and international markets.

Read it in 10-K 2025-09-26 at sec.gov ↗

RemovedMD&A
We recognize liabilities, if any, related to global low-taxed intangible income in the year in which the liability arises and not as a deferred tax liability.

Read it in 10-K 2025-09-26 at sec.gov ↗

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