filings.toolsItem 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) Documents filed as part of this report.
(1) Not applicable
(2) Not applicable
(3) The following exhibits are filed as part of this Form 10-K/A, and this list includes the Exhibit Index.
| Exhibit | Incorporated by reference herein | |||||
|---|---|---|---|---|---|---|
| Number | Description | Form | Date | |||
| 3.1 | Amended and restated Articles of Incorporation | Annual Report on Form 10-K, (File No. 000-23254), Exhibit No. 3.1 | October 26, 2000 | |||
| 3.1b | Certificate of Amendment of Articles of Incorporation | Annual Report on Form 10-K (File No. 000-23254), Exhibit No. 3.1b | October 26, 2000 | |||
| 3.2 | Amended and Restated Bylaws of Registrant | Annual Report on Form 10-K, Exhibit No. 3.2 | October 21, 1995 | |||
| 3.2b | Certificate of Amendment of Bylaws | Quarterly Report on Form 10-Q (File No. 000-23255), Exhibit No. 3.4 | December 15, 2003 | |||
| 3.2c | Certificate of Amendment of Bylaws | Annual Report on Form 10-K (File No. 000-23255), Exhibit No. 3.2b | October 14, 2004 | |||
| 3.2d | Amendment to Section 3.2 to the Bylaws of Copart, Inc. effective as of January 13, 2009 | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 3.1 | December 5, 2008 | |||
| 3.3 | Certificate of Determination of Rights, Preferences and Privileges of Series A Participating Preferred Stock of Copart, Inc. | 8/A-12/G (File No. 000-23255), Exhibit No. 3.3 | March 11, 2003 | |||
| 4.1 | Preferred Stock Rights Agreement, dates as of March 6, 2003, between the company and Equiserve Trust Company N.A., including the Certificate of Determination, the form of Rights Certificate and the Summary of Rights attached thereto as Exhibits A, B and C, respectively | 8/A-12/G (File No. 000-23255), Exhibit No. 4.1 | March 11, 2003 | |||
| 10.1* | Copart Inc. 1992 Stock Option Plan, as amended, and form of stock option agreement | Registration Statement on Form S-8 (File No. 333-93887), Exhibit No. 10.1 | December 30, 1999 | |||
| 10.2* | 1994 Employee Stock Purchase Plan (as amended December 8, 2003) with form of subscription agreement | Registration Statement on Form S-8 (File No. 333-112597), Exhibit No. 4.1 | February 6, 2004 | |||
| 10.3* | 1994 Director Option Plan with form of subscription agreement | Registration Statement on Form S-1 (File No. 33-74250) | January 19, 1994 | |||
| 10.4* | Copart Inc. 2001 Stock Option Plan | Registration Statement on Form S-8 (File No. 333-90612), Exhibit No. 4.1 | June 17, 2002 |
| 10.5* | Form of Indemnification Agreement signed by executive officers and directors | Annual Report on Form 10-K (File No. 000-23254), Exhibit No. 10.5 | October 29, 2002 | |||
|---|---|---|---|---|---|---|
| 10.6 | General lease dated as of December 29, 1997 between Robert Arthur Gomes and Robert Paul Gomes and Copart of Connecticut, Inc. | Annual Report on Form 10-K (File No. 000-23254), Exhibit No. 10.6 | October 29, 2002 | |||
| 10.7 | Standard Industrial/Commercial single tenant lease-net dated December 23, 1998 between Wickland Oil Martinez and the Registrant | Annual Report on Form 10-K (File No. 000-23254), Exhibit No. 10.7 | October 29, 2002 | |||
| 10.10* | Copart Inc. 2007 Equity Incentive Plan (2007 EIP) | Registration Statement on Form S-8 (File No. 333-148506), Exhibit No. 4.1 | January 7, 2008 | |||
| 10.11* | Form of Performance Share Award Agreement for use with 2007 EIP | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.2 | December 12, 2007 | |||
| 10.12* | Form of Restricted Stock Unit Award Agreement for use with 2007 EIP | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.3 | December 12, 2007 | |||
| 10.13* | Form of Stock Option Award Agreement for use with 2007 EIP | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.5 | December 12, 2007 | |||
| 10.14* | Form of Restricted Stock Award Agreement for use with 2007 EIP | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.4 | December 12, 2007 | |||
| 10.15 | Credit Agreement dated as of March 6, 2008 by and between Copart Inc. and Bank of America, N.A. | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.1 | March 7, 2008 | |||
| 10.16* | Copart, Inc. Executive Bonus Plan | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 10.13 | August 3, 2006 | |||
| 10.17* | Amended and Restated Executive Officer Employment Agreement between the Company and William E. Franklin, dated September 25, 2008 | Quarterly Report on Form 10-Q (File No. 000-23255), Exhibit No. 10.1 | December 10, 2008 | |||
| 10.18* | Form of Copart, Inc. Stand-Alone Stock Option Award Agreement for grant of options to purchase 2,000,000 shares of the Company’s common stock to each of Willis J. Johnson and A. Jayson Adair | Registration Statement on Form S-8 (File No. 333-159946), Exhibit No. 4.1 | April 16, 2009 | |||
| 14.1 | Code of Ethics for Principal Executive and Senior Financial Officers adopted September 30, 2003 | Annual Report on Form 10-K (File No. 000-23254), Exhibit No. 10.10 | October 29, 2002 | |||
| 14.2 | Copart, Inc. Code of Business Conduct, as amended June 5, 2007 | Current Report on Form 8-K (File No. 000-23255), Exhibit No. 14.02 | June 8, 2007 | |||
| 21.1 | List of subsidiaries of Registrant | Annual Report on Form 10-K (File No. 000-23255), Exhibit 12.1 | September 29, 2009 | |||
| 23.1 | Consent of Independent Registered Public Accounting Firm | Annual Report on Form 10-K (File No. 000-232354), Exhibit 23.1 | September 29, 2009 | |||
| 24.1 | Power of Attorney | Annual Report on Form 10-K (File No. 000-232354), Exhibit 12.1 | September 29, 2009 |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | — | Filed herewith | |||
|---|---|---|---|---|---|---|
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | — | Filed herewith |
- Management contract, plan or arrangement
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Registrant | ||
|---|---|---|
| COPART, INC. | ||
| By: | /s/ WILLIS J. JOHNSON | |
| Willis J. Johnson | ||
| Chief Executive Officer (principal executive officer and director) | ||
| December 29, 2009 | ||
| COPART, INC. | ||
| By: | /s/ WILLIAM E. FRANKLIN | |
| William E. Franklin | ||
| Senior Vice President and Chief Financial Officer | ||
| (principal financial officer and principal accounting officer) | ||
| December 29, 2009 |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Capacity in Which Signed | Date | ||
|---|---|---|---|---|
| /s/ WILLIS J. JOHNSON | Chief Executive Officer (Principal | December 29, 2009 | ||
| Willis J. Johnson | Executive Officer and Director) | |||
| /s/ WILLIAM E. FRANKLIN | Senior Vice President of Finance and | December 29, 2009 | ||
| William E. Franklin | Chief Financial Officer (Principal | |||
| Financial and Accounting Officer) | ||||
| /s/ A. JAYSON ADAIR* | President and Director | December 29, 2009 | ||
| A. Jayson Adair | ||||
| /s/ JAMES E. MEEKS* | Director | December 29, 2009 | ||
| James E. Meeks | ||||
| /s/ STEVEN D. COHAN* | Director | December 29, 2009 | ||
| Steven D. Cohan | ||||
| /s/ DANIEL ENGLANDER* | Director | December 29, 2009 | ||
| Daniel Englander | ||||
| /s/ THOMAS W. SMITH* | Director | December 29, 2009 | ||
| Thomas W. Smith | ||||
| /s/ MATT BLUNT* | Director | December 29, 2009 | ||
| Matt Blunt |
| *By | /s/ William E. Franklin | |
|---|---|---|
| Attorney-in-fact | ||
| December 29, 2009 |
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