Sec Form 4 Filing - Wylie Thomas @ COPART INC - 2012-09-27

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Wylie Thomas
2. Issuer Name and Ticker or Trading Symbol
COPART INC [ CPRT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Senior Vice President
(Last) (First) (Middle)
4665 BUSINESS CENTER DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
09/27/2012
(Street)
FAIRFIELD, CA94534
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 09/27/2012 M 90,000 A $ 17.195 91,723 ( 3 ) D
Common Stock 09/27/2012 S 90,000 D $ 27.6133 1,723 ( 3 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 17.195 09/27/2012 M 90,000 ( 1 ) 09/28/2017 Common Stock ( 2 ) 90,000 ( 2 ) $ 0 10,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wylie Thomas
4665 BUSINESS CENTER DRIVE
FAIRFIELD, CA94534
Senior Vice President
Signatures
Thomas Wylie 10/01/2012
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The option vested 20% after the first year, and thereafter monthly, ratably, over the remaining 48 months vesting term. The option grant date was September 28, 2007, and it becomes fully exercisable on September 28, 2012.
( 2 )This option was previously reported as an option for 50,000 shares of common stock at an exercise price of $34.39 per share of which 49,167 remained exercisable, but was adjusted to reflect the stock dividend declared by Copart on March 8,2012
( 3 )Includes 1,723 shares of Common Stock acquired under the Copmany's 1994 Employee Stock Purchase Plan on June 30, 2011 (332 shares), December 31, 2011 (264 shares) and June 30, 2012 (531 shares). As a result of the stock dividend declared in Footnote 2, the reporting person received 596 shares of Copart common stock as of March 23, 2012.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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