Sec Form 4 Filing - Williams Jeffrey A @ AMERICAS CARMART INC - 2022-02-18

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Williams Jeffrey A 2. Issuer Name and Ticker or Trading Symbol AMERICAS CARMART INC [ CRMT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) C/O AMERICA'S CAR-MART, INC., 1805 NORTH 2ND STREET, SUITE 401 3. Date of Earliest Transaction (MM/DD/YY) 02/18/2022 (Street) ROGERS, AR72756 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 02/18/2022 M 30,000 A $ 46.47 116,114( 1 ) D Common Stock 02/18/2022 F 20,587( 2 ) D $ 107.58 95,527( 1 ) D Common Stock 5,199.3707( 3 ) I By 401(k) Plan

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) $ 46.47 02/18/2022 M 10,000 04/30/2020 08/05/2025 Common Stock 10,000 $ 0 0 D Employee Stock Option (Right to Buy) $ 46.47 02/18/2022 M 20,000 08/05/2020 08/05/2025 Common Stock 20,000( 4 ) $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Williams Jeffrey A C/O AMERICA'S CAR-MART, INC. 1805 NORTH 2ND STREET, SUITE 401 ROGERS, AR72756 X President and CEO Signatures /s/ Courtney C. Crouch, III, Pursuant to a Power of Attorney 02/23/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 2,014 shares held by the reporting person under the America's Car-Mart, Inc. Employee Stock Purchase Plan. ( 2 )Includes 12,958 shares withheld by the issuer to pay the exercise price pursuant to a "net exercise" arrangement and 7,629 shares withheld by the issuer to satisfy the reporting person's tax obligation in connection with this exercise. ( 3 )Between November 27, 2019 and February 18, 2022, the reporting person acquired 184.3117 shares under the America's Car-Mart, Inc. 401(k) Plan. ( 4 )On August 5, 2015, the reporting person was granted an option to purchase 20,000 shares of common stock. The option vested in full on the fifth anniversary of the grant date if the Company's cumulative consolidated net income growth, calculated on a compound basis, for the five fiscal years ending April 30, 2020 was equal to 10% or more. The performance criteria were met, resulting in the vesting of the option for 20,000 shares of common stock.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.