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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001816546 XXXXXXXX LIVE 3 Common Stock, par value $0.01 per share 10/08/2025 false 0001395942 48238T109 OPENLANE, Inc. (f/k/a KAR Auction Services, Inc.) 11299 N. Illinois Street Suite 500 Carmel IN 46032 Roy Mackenzie (212) 753-6300 c/o Apax Partners US, LLC 601 Lexington Avenue, 58th Floor New York NY 10022 Ryerson Symons (212) 455-2000 Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York NY 10017 Jakob Rendtorff (212) 455-2000 Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York NY 10017 Keegan Lopez (212) 455-2000 Simpson Thacher & Bartlett LLP 425 Lexington Avenue New York NY 10017 Y Ignition Acquisition Holdings LP b AF N DE 0 16243541.00 0 16243541.00 16243541.00 N 13.3 PN 0001816546 N Ignition Acquisition Holdings GP LLC b AF N DE 0 16243541.00 0 16243541.00 16243541.00 N 13.3 OO Y Ignition Parent LP b AF N DE 0 16243541.00 0 16243541.00 16243541.00 N 13.3 PN Y Ignition GP LLC b OO N DE 0 16243541.00 0 16243541.00 16243541.00 N 13.3 OO Y Ignition Topco Ltd b OO N Y7 0 16243541.00 0 16243541.00 16243541.00 N 13.3 CO Y Apax X GP Co. Limited b OO N Y7 0 16243541.00 0 16243541.00 16243541.00 N 13.3 CO Y Apax Guernsey (Holdco) PCC Limited Apax X Cell b OO N Y7 0 16243541.00 0 16243541.00 16243541.00 N 13.3 OO Common Stock, par value $0.01 per share OPENLANE, Inc. (f/k/a KAR Auction Services, Inc.) 11299 N. Illinois Street Suite 500 Carmel IN 46032 This Amendment No. 3 ("Amendment No. 3") amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission (the "SEC") on July 2, 2020, as amended by Amendment No. 1 filed with the SEC on September 14, 2020, as amended by Amendment No. 2 filed with the SEC on September 11, 2025 (as so amended, the "Schedule 13D") with respect to the common stock, par value $0.01 per share ("Common Stock") of OPENLANE, Inc. (f/k/a KAR Auction Services, Inc.), a Delaware corporation (the "Issuer"). The Schedule 13D is filed jointly on behalf (i) Ignition Acquisition Holdings LP, (ii) Ignition Acquisition Holdings GP LLC, (iii) Ignition Parent LP, (iv) Ignition GP LLC, (v) Ignition Topco Ltd, (vi), Apax X GP Co. Limited, and (vii) Apax Guernsey (Holdco) PCC Limited Apax X Cell (collectively, the "Reporting Persons"). Capitalized terms used in this Amendment No. 3 but not otherwise defined herein have the meanings set forth in the Schedule 13D. Item 4 of the Schedule 13D is hereby amended and supplemented by the following: On September 9, 2025, the Issuer entered into a Repurchase Agreement with Ignition Acquisition Holdings LP, pursuant to which the Issuer agreed to purchase 288,322 shares of Series A Preferred Stock from Ignition Acquisition Holdings LP in exchange for aggregate cash consideration equal to $482,431,500. Such transaction closed on October 8, 2025. Items 5(a)-(c) of the Schedule 13D are hereby amended and restated as follows: Each of the Reporting Persons may be deemed to beneficially own the 288,323 shares of Series A Preferred Stock held by Ignition Acquisition Holdings LP, which, subject to the below, are initially convertible into 16,243,541 shares of Common Stock representing 13.3% of the outstanding Common Stock (calculated based on 106,303,637 shares of common stock outstanding as of July 31, 2025 , plus the 16,243,541 shares of Common Stock issuable upon conversion of 288,323 shares of Series A Preferred Stock of the Issuer held by Ignition Acquisition Holdings LP). The amount of Common Stock reported as beneficially owned herein includes Series A Preferred Stock received as dividends but excludes accrued dividends not yet declared by the Issuer pursuant to the terms of the Certificate of Designations. See Item 5(a) above. Except as set forth in this Schedule 13D, none of the Reporting Persons nor, to the best knowledge of the Reporting Persons, without independent verification, any person named in Exhibit 2 hereof, has effected any transaction in the Common Stock during the past 60 days. Ignition Acquisition Holdings LP /s/ Steven Kooyers Steven Kooyers, Treasurer and Secretary of Ignition Acquisition Holdings GP LLC, its general partner 10/08/2025 Ignition Acquisition Holdings GP LLC /s/ Steven Kooyers Steven Kooyers, Treasurer and Secretary 10/08/2025 Ignition Parent LP /s/ Steven Kooyers Steven Kooyers, Treasurer and Secretary of Ignition GP LLC, its general partner 10/08/2025 Ignition GP LLC /s/ Steven Kooyers Steven Kooyers, Treasurer and Secretary 10/08/2025 Ignition Topco Ltd /s/ Mark Babbe Mark Babbe, Director 10/08/2025 Apax X GP Co. Limited /s/ Jeremy Latham Jeremy Latham, Director 10/08/2025 Apax Guernsey (Holdco) PCC Limited Apax X Cell /s/ Simon March Simon March, Authorised Signatory for and on behalf of Apax Partners Guernsey Limited as Company Secretary to Apax Guernsey (Holdco) PCC Limited 10/08/2025