> ## Content Index > Fetch the complete content index at: https://www.bullished.co/llms.txt > Use this file to discover other available public pages before exploring further. # Copart Wants Shareholders To Give Founder Adair A 20 Million-Share Option, After A Year Of Aircraft-Heavy Pay - URL: https://www.bullished.co/copart-wants-shareholders-to-give-founder-adair-a-20-million-share-option-after-a-year-of-6fc1e938/ - Published: 2026-10-22T23:06:01.000Z - Updated: 2026-10-22T23:06:01.000Z - Description: Copart's annual proxy puts an option on 20,000,000 shares for Jay Adair to a vote, with a December 1 meeting set in Dallas. - Author: Matteo Parrino - Tags: SEC Filings, CPRT, Industry: Industrials, Topic: Leadership & Governance [Copart](https://www.bullished.co/tag/cprt/), which runs online auctions that sell vehicles for insurance companies and other sellers, is asking shareholders to approve an [option on 20,000,000 shares](https://www.sec.gov/Archives/edgar/data/0000900075/000119312526428904/d144331ddef14a.htm?ref=bullished.co) for A. Jayson Adair, its executive chairman and chief executive officer, according to its annual proxy filing on Thursday. The ask follows a fiscal 2026 in which Adair's reported pay was $351,386, nearly all of it personal use of the company aircraft. ## A $1 salary and a jet Adair took the CEO job back effective July 31, 2026, succeeding Jeffrey Liaw. While he served only as executive chairman, he drew a $1.00 salary plus benefits and perquisites approved by the compensation committee. The proxy's summary compensation table shows his fiscal 2026 total at $351,386\. That is $327,904 of personal aircraft use and $23,481 in medical, dental and vision benefits. His existing option covers 4,000,000 shares at a $21.26 exercise price and cannot be exercised unless the stock closes at $26.58 or higher, both on the day of exercise and over the prior 20 trading days. Copart's stock closed at $29.12 on July 31, 2026. ## Liaw's exit package Liaw resigned as CEO and from the board on July 31, 2026, and now serves as a senior advisor through July 31, 2027\. The proxy says his decision was not the result of any disagreement over financial reporting, policies or practices. His fiscal 2026 total pay was $2,064,740, which is 42 times the $48,661 median employee, according to the proxy's pay ratio. His separation agreement gives him a $450,000 lump sum and, if conditions are met, another $250,000\. It also waives a ten-year holding period on restricted stock units, removes price hurdles on performance-based options and provides 20 hours of private aircraft use valued at $54,000. Liaw realized $5,463,811 in fiscal 2026 by exercising 199,104 options. ## Family on the payroll, and a results backdrop The related-person section shows Adair's brother Brett earned $421,028 in fiscal 2026 in a non-executive role. Director James Meeks's daughter, Diane Yassa, earned $329,837 in a non-executive role. The audit committee approved both arrangements in advance. The board defends its option-heavy pay model, citing a [972% stock gain](https://www.sec.gov/Archives/edgar/data/0000900075/000119312526428904/d144331ddef14a.htm?ref=bullished.co) over 15 fiscal years against roughly 480% for the S&P 500\. It calls the approach "extraordinarily effective." Fiscal 2026 revenue rose 0.4% to $4.7 billion, while net income fell 4.4%. Earnings per share [slipped to $1.55](https://ca.finance.yahoo.com/quote/CPRT/?ref=bullished.co) from $1.59\. Copart closed its all-cash purchase of ACV Auctions on October 16. ## The December 1 vote Shareholders will vote on the Adair option and on an expanded 2007 equity incentive plan at the annual meeting on Tuesday, December 1, at Copart's Dallas headquarters. The meeting also covers the election of twelve directors and an advisory vote on executive pay. The vote on Adair's 20,000,000-share option comes on December 1 in Dallas. ### Sources - [Copart — DEF 14A (2026-10-22)](https://www.sec.gov/Archives/edgar/data/0000900075/000119312526428904/d144331ddef14a.htm?ref=bullished.co) — SEC EDGAR - [Copart Inc. (NASDAQ:CPRT) : Articles :: Law360](https://www.law360.com/companies/copart-inc?ref=bullished.co) — law360.com - [Copart, Inc. (CPRT) Stock Price, News, Quote & History - Yahoo Finance](https://ca.finance.yahoo.com/quote/CPRT/?ref=bullished.co) — Yahoo Finance - [Copart buys ACV; Monument Square has new fund - Dallas Business Journal](https://www.bizjournals.com/dallas/news/2026/10/20/kimberly-clark-kenvue-copart-acv-monument-square.html?ref=bullished.co) — bizjournals.com - [Copart acquires Buffalo-based ACV for $1.9 billion - Buffalo Business First](https://www.bizjournals.com/buffalo/news/2026/10/16/copart-acquires-buffalo-company-acv.html?ref=bullished.co) — bizjournals.com - [Copart Completes Acquisition of ACV](https://www.businesswire.com/news/home/20261015338070/en/Copart-Completes-Acquisition-of-ACV?ref=bullished.co) — businesswire.com ### More on Copart - [Copart Board Grants CEO Adair 20 Million Options As His Only Substantive Pay For 10 Years](https://www.bullished.co/copart-board-grants-ceo-adair-20-million-options-as-his-only-substantive-pay-for-10-years-7878feff/) - [Copart Completes $10.50-A-Share Cash Takeover Of ACV Auctions, With 68.43% Tendered Or Owned](https://www.bullished.co/copart-completes-10-50-a-share-cash-takeover-of-acv-auctions-with-68-43-tendered-or-owned-568afc55/) - [Copart's $10.50-Per-Share ACV Auctions Tender Offer Clears Antitrust Waiting Period](https://www.bullished.co/coparts-10-50-per-share-acv-auctions-tender-offer-clears-antitrust-waiting-period-f0b82d2b/) [All Copart (CPRT) coverage →](https://www.bullished.co/tag/cprt/)