Copart is a leading global provider of online auctions and vehicle remarketing services with operations in the United States, the United Kingdom, Germany, Brazil, Canada, the United Arab Emirates, Spain, Finland, Oman, the Republic of Ireland, and Bahrain. The company operates in the auction and vehicle remarketing services industry, which provides a venue for sellers to dispose of or liquidate vehicles to a broad domestic and international buyer pool. Sellers generally auction or sell their vehicles on a consignment basis either for a fixed fee or a percentage of the sales price. The primary sellers of vehicles are insurance companies, and the primary buyers are vehicle dismantlers, rebuilders, repair licensees, used vehicle dealers, exporters, and the general public. Copart believes the long-term trend of increases in total loss frequency will continue, driven by changes in used car values and repair costs, with the average age of cars on the road growing from 11.1 years in 2012 to 12.8 years in 2025 ¹.

Copart faces significant competition from other remarketers of both salvage and non-salvage vehicles. The company's principal competitors include vehicle auction and sales companies and vehicle dismantlers. The largest national or regional vehicle auctioneers in the U.S. include RB Global (including its subsidiary Insurance Auto Auctions, Inc.), Carvana, Openlane, Manheim, Inc. and ACV Auctions Inc. The largest national dismantler in the U.S. is LKQ Corporation. Copart believes it offers the highest level of service in the auction and vehicle remarketing industry and has established its leading market position by providing a virtual platform that facilitates seller access to buyers around the world, reducing towing and third-party storage expenses, offering a local presence for vehicle inspection stations, and providing prompt response to catastrophes and natural disasters by specially trained teams. The company also believes its competitive advantages include geographic coverage and ability to respond on a global scale, value-added services, a proven ability to acquire and integrate acquisitions, and technology to enhance and expand its business.

Copart generates revenue through two primary streams: service revenues and vehicle sales. Service revenues consist of auction and auction-related sales transaction fees charged for vehicle remarketing services, including vehicle purchasing fees, vehicle listing fees, vehicle selling fees (based on a predetermined percentage of the vehicle sales price, tiered fees, or fixed fees), transportation fees, title processing and preparation fees, vehicle storage fees, bidding fees, and vehicle loading fees. These fees are recognized as net revenue at the time of auction. Vehicle sales revenue includes the gross sales price of vehicles which Copart has purchased or otherwise owns, recognized on the auction date. In the U.S., Canada, Brazil, the Republic of Ireland, Finland, the U.A.E., Oman, and Bahrain, Copart sells vehicles primarily as an agent. In the U.K., Germany, and Spain, the company operates both as an agent and on a principal basis. Vehicle sellers consist primarily of insurance companies, but also include dealers, individuals, charities, rental car companies, banks, finance companies, and fleet operators. Copart obtained 81% ² of the total number of vehicles processed during fiscal 2025 from insurance company sellers. The company maintains a database of approximately 1 million ³ registered members.

Copart's service offerings include a full range of vehicle services that expedite each stage of the vehicle sales process. These include Online Seller Access (Copart Access), a proprietary internet-based service for vehicle sellers; Salvage Estimation Services (Co.ai), a proprietary suite of total loss determination and valuation tools; IntelliSeller, an automated tool leveraging vehicle and sales data to assist sellers in auction decisions; Estimating Services in the U.K.; End-of-Life Vehicle Processing in the U.K.; Transportation Services through a combination of third-party companies and its own fleet; Vehicle Inspection Stations (over 100 ⁴ at its facilities); On-Demand Reporting; Title Processing; Title Express; Loan Payoff; Flexible Vehicle Processing Programs (Percentage Incentive Program, Consignment Program, and Purchase Program); Buy It Now and Make An Offer options; the VB3 sales process; BluCar for financial institutions and rental car companies; Copart Dealer Services; Cash For Cars; National Powersport Auctions (NPA), which provides wholesale powersport vehicle remarketing services; Purple Wave Inc., which provides wholesale construction, agriculture, and fleet remarketing services; Copart Recycling in the U.K.; and Copart 360 (C360), proprietary technology that captures 360-degree views of vehicles. Copart also offers three tiers of membership: Guest, Basic, and Premier, except in the U.K. where only Guest and Basic are offered.

Copart's business is organized into two reportable segments: U.S. and International. For the year ended July 31, 2025, the company generated 83.0% ⁵ of its revenue in the U.S. segment and 17.0% ⁶ in the International segment. U.S. service revenues were $3,451,558,000 ⁷ and International service revenues were $517,104,000 ⁸ for fiscal 2025. U.S. vehicle sales were $403,546,000 ⁹ and International vehicle sales were $274,750,000 ¹⁰ for fiscal 2025. The U.S. segment's operating income was $1,480,886,000 ¹¹ and the International segment's operating income was $215,828,000 ¹² for fiscal 2025.

In fiscal 2025, Copart opened one new operational facility in the U.K., two new operational facilities in Spain, and three new operational facilities in the U.S. In fiscal 2024, the company opened three new operational facilities in the U.K., one new operational facility in Spain, one new operational facility in Canada, and four new operational facilities in the U.S. In fiscal 2023, Copart opened one new operational facility in Brazil, one new operational facility in Germany, one new operational facility in Canada, and eight new operational facilities in the U.S. On October 6, 2023, the company acquired an 80% ¹³ controlling ownership in Purple Wave, an online offsite heavy equipment auction company, by issuing 2.5 million ¹⁴ shares of common stock. The fair value of the merger consideration was $112.1 million ¹⁵. The company has a stock repurchase program with a total current authorization of 784 million ¹⁶ shares. As of July 31, 2025, the total number of shares repurchased under the program was 458,196,792 ¹⁷, and 325,803,208 ¹⁸ shares were available for repurchase. No shares were repurchased in fiscal 2025, 2024, or 2023 under the program. The company has not paid a cash dividend since becoming a public company in 1994.

For fiscal 2025, total service revenues and vehicle sales were $4,646,958,000 ¹⁹, compared to $4,236,823,000 ²⁰ in fiscal 2024 and $3,869,518,000 ²¹ in fiscal 2023. Net income attributable to Copart was $1,552,449,000 ²² for fiscal 2025, compared to $1,363,020,000 ²³ in fiscal 2024 and $1,237,741,000 ²⁴ in fiscal 2023. Diluted net income per common share was $1.59 ²⁵ for fiscal 2025, compared to $1.40 ²⁶ in fiscal 2024 and $1.28 ²⁷ in fiscal 2023. Operating income was $1,696,714,000 ²⁸ for fiscal 2025, compared to $1,572,023,000 ²⁹ in fiscal 2024 and $1,486,569,000 ³⁰ in fiscal 2023. Net cash provided by operating activities was $1,799,750,000 ³¹ for fiscal 2025, compared to $1,472,564,000 ³² in fiscal 2024 and $1,364,210,000 ³³ in fiscal 2023.

Copart's growth strategy is to increase revenues and profitability by acquiring and developing additional vehicle storage facilities in key markets, including foreign markets; pursuing global, national, and regional vehicle seller agreements; increasing its service offerings; and expanding the application of VB3 into new markets. The company intends to continue to acquire and develop new vehicle storage facilities in key markets including foreign markets, pursue global, national, and regional vehicle supply agreements, and expand its service offerings to sellers and members. Copart plans to continue to refine and expand its services, including offering software that can assist sellers in expediting claims and salvage management tools that help sellers integrate their systems with Copart's. The company also continues to evaluate emerging technologies like artificial intelligence, machine learning, and generative artificial intelligence for incorporation into its business to augment its products and services.

The filing does not contain a dedicated section on margin and cost outlook with specific targets or ranges.

Copart continues to develop, expand, and invest in new and existing facilities and standardize the appearance of existing locations. The company has developed a proprietary enterprise operating system to address its international expansion needs and continues to design and develop this system. Copart also implemented a new financial system in the first quarter of fiscal 2025, beginning with member billing in the United States, and will continue to implement it in stages. As of July 31, 2025, the company had approximately 11,600 ³⁴ full and part-time employees, of which approximately 64% ³⁵ were located in the U.S. and 36% ³⁶ were located within the International segment.

Capital expenditures for fiscal 2025 were $568,990,000 ³⁷ for purchases of property and equipment. As of July 31, 2025, the company had no material non-cancelable commitments for future capital expenditures. The company has a stock repurchase program with 325,803,208 ³⁸ shares available for repurchase as of July 31, 2025. Copart has not paid a cash dividend since becoming a public company in 1994 and currently intends to retain any earnings for use in its business.

Copart faces several headwinds and constraints. Mild weather conditions tend to result in a decrease in the available supply of salvage vehicles, which can have an adverse effect on revenue and operating results. Conversely, extreme weather conditions can result in an oversupply of salvage vehicles requiring abnormal expenses, as seen with Hurricanes Helene and Milton in fiscal 2025, which resulted in substantial additional costs including one-time CAT costs of $56 million ³⁹ associated with subhaul, labor costs from overtime, increased security costs, and increased travel and lodging. Macroeconomic factors such as fluctuations in fuel prices, commodities, used car prices, and vehicle-related technological advances (including accident avoidance systems and autonomous vehicles) may have an adverse effect on revenues and operating results. A material reduction in accident rates could have a material impact on revenue growth. Additionally, a reduction in total loss frequency rates due to sharp increases in used car prices could also have a material impact on revenue growth.

The company's expansion into markets outside the U.S. exposes it to risks including the difficulty of managing and staffing foreign offices, increased travel and legal compliance costs, the need to localize product and service offerings, compliance with complex foreign and U.S. laws, tariffs and trade barriers, exposure to foreign currency exchange rate risk, and adapting to different business cultures. The company also faces risks associated with transacting on a principal rather than agent basis, which may have an adverse impact on gross margin percentages and expose it to inventory risks. In Germany, where insurers have traditionally been less involved in the disposition of vehicles, Copart cannot predict whether markets will readily adapt to its strategy of online auctions of automobiles sourced principally through vehicle insurers.

Management's message emphasizes Copart's role as a leading global provider of online auctions and vehicle remarketing services, with goals to generate sustainable profits for stockholders while providing environmental and social benefits. The filing highlights the company's environmental stewardship by facilitating the global re-use and recycling of vehicles, parts, and raw materials, and its role in supporting communities through response to catastrophic weather events, such as mobilizing to retrieve, store, and remarket tens of thousands of flood-damaged vehicles in South Florida after Hurricanes Helene and Milton in the fall of 2024. The strategic priorities emphasized for the period ahead include increasing revenues and profitability by acquiring and developing additional vehicle storage facilities in key markets, pursuing global, national, and regional vehicle seller agreements, increasing service offerings, and expanding the application of VB3 into new markets. Management also intends to continue to refine and expand services, including offering software to assist sellers in expediting claims and salvage management tools.

For fiscal 2025, total service revenues and vehicle sales were $4,646,958,000 ⁴¹, compared to $4,236,823,000 ⁴² in fiscal 2024. Net income attributable to Copart was $1,552,449,000 ⁴³ for fiscal 2025, compared to $1,363,020,000 ⁴⁴ in fiscal 2024. Diluted net income per common share was $1.59 ⁴⁵ for fiscal 2025, compared to $1.40 ⁴⁶ in fiscal 2024. Operating income was $1,696,714,000 ⁴⁷ for fiscal 2025, compared to $1,572,023,000 ⁴⁸ in fiscal 2024. The effective income tax rate was 18.3% ⁴⁹ for fiscal 2025, compared to 20.5% ⁵⁰ in fiscal 2024. Net cash provided by operating activities was $1,799,750,000 ⁵¹ for fiscal 2025, compared to $1,472,564,000 ⁵² in fiscal 2024. Cash, cash equivalents, and restricted cash were $2,780,531,000 ⁵³ as of July 31, 2025, compared to $1,514,111,000 ⁵⁴ as of July 31, 2024. The effective tax rate for fiscal 2025 was favorably impacted by a $55.0 million ⁵⁵ tax benefit related to the Foreign Derived Intangible Income (FDII) deduction and $36.7 million ⁵⁶ in excess tax benefits from the exercise of employee stock options, and negatively impacted by $38.6 million ⁵⁷ related to state income taxes. For the U.S. segment, service revenues were $3,451,558,000 ⁵⁸ and operating income was $1,480,886,000 ⁵⁹ for fiscal 2025. For the International segment, service revenues were $517,104,000 ⁶⁰ and operating income was $215,828,000 ⁶¹ for fiscal 2025.

Copart depends on a limited number of major vehicle sellers for a substantial portion of its revenues; although no single customer accounted for more than 10% of consolidated revenues for fiscal 2025, 2024, or 2023, a limited number of vehicle sellers have historically collectively accounted for a substantial portion of revenues, and the loss of one or more could adversely affect results. The company faces risks from its expansion into international markets, including exposure to foreign currency exchange rate risk, which may have an adverse impact on revenues and revenue growth rates. The U.S. Department of Justice, Consumer Protection Branch 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. The company is subject to risks associated with online commerce security and credit card fraud, and its security measures may be breached due to employee error, malfeasance, or defective design. Additionally, the company's business is subject to quarterly variations based on seasonal changes in weather patterns, with mild weather decreasing the supply of salvage vehicles and extreme weather causing oversupply and abnormal expenses, as seen with Hurricanes Helene and Milton in fiscal 2025, which resulted in one-time CAT costs of $56 million ⁴⁰.