Companies Copart Inc
Copart (CPRT): executive pay, fiscal 2026
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CEO pay, last three years
- $351,386FY2026
CEO total pay was $351,386 in fiscal 2026; the brief holds no earlier figure for this CEO.
FY2026: salary $1 · bonus $0 · stock awards $0 · option awards $0
Executives and directors
Frequently asked questions
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
Full detail
Every table from the filing. Open any section.
Summary compensation table
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Leah Stearns | $601,000 | $0 | $0 | $2,890,718 | $475,000 | $0 | $13,719 | $3,980,437 |
| Senior Vice President and Chief Financial Officer | ||||||||
| Jeffrey Liaw | 900,000 | 0 | 0 | 0 | 1,093,400 | 0 | 71,340 | 2,064,740 |
| Former Chief Executive Officer | ||||||||
| A. Jayson Adair | 1 | 0 | 0 | 0 | 0 | 0 | 351,385 | 351,386 |
| Executive Chairman and Chief Executive Officer | ||||||||
A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.
Three-year trend — total compensation per named executive
| Named executive officer | FY2026 total | FY2025 total | FY2024 total | Δ FY2025→2026 |
|---|---|---|---|---|
| Leah Stearns | $3,980,437 | $1,056,305 | $4,301,887 | ↑ +2,924,132 |
| Jeffrey Liaw | 2,064,740 | 2,072,692 | 2,092,340 | ↓ −7,952 |
| A. Jayson Adair | 351,386 | — | — | — |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
Incentive-plan design — the Compensation Discussion & Analysis
The primary objective of the executive compensation program is to incentivize NEOs to think and behave like long-term owners of the business, primarily through the grant of substantial, front-end loaded, multi-year stock option awards that directly link realized equity compensation to stockholder returns. For non-founder executives, the program includes traditional salary and cash bonuses along with restricted stock units to aid retention and temper risk-taking, while maintaining a heavy weighting toward stock options to ensure high stockholder alignment.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Compensia, Inc. |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | true |
Equity grants and outstanding awards
Grants of plan-based awards — fiscal year 2026
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Leah Stearns | OPTION | 2025-09-16 | — | — | 75,000 | — | $1,588,500 |
Vehicle mix — grant-date fair value by award type
| Named executive officer | Time-vested (RSU) | Performance-vested (PSU) | Options / SARs | % performance-vested |
|---|---|---|---|---|
| Leah Stearns | $0 | $0 | $1,588,500 | 0.0% |
% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.
Outstanding equity awards at fiscal year-end 2026
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Leah Stearns | Option | 17,000 | 32.85 | — |
| Jeffrey Liaw | RSU | 30,000 | — | 873,600 |
| Leah Stearns | Option | 35,000 | 50.81 | — |
| Leah Stearns | RSU | 36,000 | — | 1,048,320 |
| Leah Stearns | Option | 75,000 | 46.57 | — |
| Leah Stearns | Option | 85,000 | 32.85 | — |
| Jeffrey Liaw | Option | 300,000 | 31.42 | — |
Director compensation
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Willis J. JohnsonNot independent · Board Chair | $57,500 | — | $250,000 | — | $82,986 | $390,486 |
| Daniel J. EnglanderIndependent · Lead Independent Director · Compensation (Chair) · Nominating, Governance, and Sustainability | 87,500 | — | 250,000 | — | 0 | 337,500 |
| Diane M. MorefieldIndependent · Audit · Nominating, Governance, and Sustainability (Chair) | 87,500 | — | 250,000 | — | 0 | 337,500 |
| Steven D. CohanIndependent · Audit (Chair) · Compensation | 87,500 | — | 250,000 | — | 0 | 337,500 |
| Thomas N. TryforosIndependent · Compensation · Nominating, Governance, and Sustainability | 77,500 | — | 250,000 | — | 0 | 327,500 |
| Matt BluntIndependent · Audit · Compensation | 77,500 | — | 250,000 | — | 0 | 327,500 |
| Cherylyn Harley LeBonIndependent · Compensation · Nominating, Governance, and Sustainability | 77,500 | — | 250,000 | — | 0 | 327,500 |
| Carl D. SparksIndependent · Audit · Nominating, Governance, and Sustainability | 77,500 | — | 250,000 | — | 0 | 327,500 |
| Stephen FisherIndependent · Audit | 67,500 | — | 250,000 | — | 0 | 317,500 |
| James E. MeeksIndependent | 57,500 | — | 250,000 | — | 0 | 307,500 |
Board fee structure and ownership guideline
| Annual cash retainer | $57,500 |
|---|---|
| Annual equity retainer | $250,000 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 20,000 / 20,000 / 20,000 |
| Stock ownership guideline | $3 |
Total cost of the board
| Component | FY2026 |
|---|---|
| Cash retainers and fees | $755,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $82,986 |
| Total cost of the board | $837,986 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Peer group, and who names Copart as a peer
Companies that benchmark against CPRT
2 companies name CPRT as a compensation peer
- OPENLANE, Inc.OPLNFY2025
- RB GLOBAL INC.RBAFY2025
Each company listed discloses CPRT in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named CPRT in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
Disclosed peer group — fiscal year 2026
The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.
Chief executive pay against the peer group
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Copart Inc | 2026 | A. Jayson Adair | $1 | $0 | $0 | $0 | $351,386 |
Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.
Say-on-pay history and pay ratio
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2025 | 2025-12-05 | 770,518,442 | 63,624,957 | 1,744,104 | 92.37% | Passed |
| 2024 | 2024-12-06 | 786,703,924 | 35,471,938 | 4,601,993 | 95.69% | Passed |
| 2023 | 2023-12-08 | 663,404,339 | 164,565,948 | 6,432,694 | 80.12% | Passed |
| 2022 | 2022-12-02 | 130,777,507 | 80,109,873 | 546,306 | 62.01% | Passed |
| 2021 | 2021-12-03 | 188,414,623 | 13,177,867 | 6,149,851 | 93.46% | Passed |
| 2020 | 2020-12-04 | 115,259,249 | 91,285,827 | 536,976 | 55.8% | Passed |
Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.
Say-on-pay — history, company’s computation
| Meeting year | Meeting date | Approval — company’s computation |
|---|---|---|
| 2025 | 2025-12-05 | 92.37%a |
| 2024 | 2024-12-06 | 95.69%b |
| 2023 | 2023-12-08 | 80.12%c |
a. Approved under the standard stated in the filing — “Abstentions and broker non-votes are not counted as votes "FOR" or "AGAINST" and will not affect the outcome of this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions and broker non-votes are not counted as votes "FOR" or "AGAINST" and will not affect the outcome of this proposal.”.
c. Approved under the standard stated in the filing — “Advisory vote to approve executive compensation -- Majority of the votes cast”.
Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.
CEO pay ratio
| Ratio (CEO : median employee) | 42 : 1 |
|---|---|
| CEO total compensation | $2,064,740 |
| Median employee compensation | $48,661 |
Insider trades since the proxy
No insider equity transactions reported since the proxy statement.
Sources (22 citations)
Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.
- Section 01, Leah Stearns. DEF 14A, filed 2026-10-22. Section “Fiscal Year 2026 Summary Compensation Table”. As printed: 3,980,437. View filing ↗
- Section 01, Jeffrey Liaw. DEF 14A, filed 2026-10-22. Section “Fiscal Year 2026 Summary Compensation Table”. As printed: 2,064,740. View filing ↗
- Section 01, A. Jayson Adair. DEF 14A, filed 2026-10-22. Section “Fiscal Year 2026 Summary Compensation Table”. As printed: 351,386. View filing ↗
- Section 03, Leah Stearns OPTION. DEF 14A, filed 2026-10-22. Section “Grants of Plan-Based Awards in Fiscal Year 2026” · grants of plan-based awards table. View filing ↗
- Section 07, pay ratio. DEF 14A, filed 2026-10-22. Section “CEO Pay Ratio”. As printed: 42 : 1. View filing ↗
- Section 08, Willis J. Johnson. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 390,486. View filing ↗
- Section 08, Daniel J. Englander. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 337,500. View filing ↗
- Section 08, Diane M. Morefield. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 337,500. View filing ↗
- Section 08, Steven D. Cohan. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 337,500. View filing ↗
- Section 08, Thomas N. Tryforos. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 327,500. View filing ↗
- Section 08, Matt Blunt. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 327,500. View filing ↗
- Section 08, Cherylyn Harley LeBon. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 327,500. View filing ↗
- Section 08, Carl D. Sparks. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 327,500. View filing ↗
- Section 08, Stephen Fisher. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 317,500. View filing ↗
- Section 08, James E. Meeks. DEF 14A, filed 2026-10-22. Section “Director Compensation”. As printed: 307,500. View filing ↗
- Section 06, 2025 vote. Form 8-K, filed 2025-12-11. Item 5.07 · say-on-pay result. As reported: 92.37% (votes for as printed: 770,518,442). View filing ↗
- Section 06, 2024 vote. Form 8-K, filed 2024-12-12. Item 5.07 · say-on-pay result. As reported: 95.69% (votes for as printed: 786,703,924). View filing ↗
- Section 06, 2023 vote. Form 8-K, filed 2023-12-14. Item 5.07 · say-on-pay result. As reported: 80.12% (votes for as printed: 663,404,339). View filing ↗
- Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
- Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
- Section 09b board cost (computed). Computed. Cash 755,000 + equity 0 + all other 82,986 = 837,986, summed across the director compensation table rows.
- Copart Inc (subject), Section 10b CEO total. DEF 14A, filed 2026-10-22. CEO total compensation as printed in Copart Inc's own proxy. As printed: 351,386. View filing ↗