CarParts.com, Inc. filings document the formal disclosures of a Delaware ecommerce auto-parts company whose common stock trades under PRTS on the Nasdaq Capital Market. Its 8-K reports furnish operating results and financial-condition updates, including sales, margins, inventory, liquidity, and non-GAAP measures tied to the company’s automotive parts and accessories business.
The filing record also covers proxy governance matters, including board elections, auditor ratification, executive compensation, and stock incentive plan proposals. Other disclosures address material definitive agreements, private placements of common stock, capital-structure matters, preferred stock purchase rights, Nasdaq listing-rule and market-transfer notices, and director or officer transitions.
CarParts.com, Inc. is ending its Tax Benefits Preservation Plan, also called the NOL Rights Plan, after its board approved an amendment accelerating the plan’s expiration to May 12, 2026 from April 5, 2027. At the close of business on that date, all related rights will expire and cease to be outstanding.
The plan was originally designed to help preserve the company’s federal net operating loss carryforwards by discouraging stock purchases that could trigger an ownership change under tax rules. The board cited regaining compliance with Nasdaq listing standards and shareholder feedback on corporate governance in reaching its decision. Stockholders do not need to take any action in connection with the termination.
CarParts.com, Inc. reported the results of its 2026 Annual Meeting of Stockholders. Stockholders approved the 2026 CarParts.com Stock Incentive Plan, which reserves 4,700,000 shares of common stock for future equity awards. They also elected director Nanxi Liu to a three-year term ending at the 2029 annual meeting.
Stockholders ratified RSM US LLP as independent auditor for fiscal 2026 and passed an advisory resolution approving executive compensation. They approved an amendment to the Certificate of Incorporation authorizing a reverse stock split of common stock at a ratio between one-for-5 and one-for-20, with the exact ratio and timing left to the Board’s discretion.
CarParts.com, Inc. reported weaker Q1 2026 sales but sharply improved profitability. Net sales were $131,961, down 10.5% from $147,378 a year earlier, mainly due to reduced marketing spend aimed at boosting profitability.
Gross profit was $42,942 with gross margin improving to 32.5% from 32.1%, helped by product mix and lower freight costs. Net loss narrowed to $1,940 from $15,283, and Adjusted EBITDA turned positive to $585 from $(6,229), reflecting lower operating expenses, including marketing and payroll reductions and a gain on sale of the Philippines subsidiary.
Cash and cash equivalents rose to $37,856, aided by $8,000 of common stock issuance and positive operating cash flow of $7,261. The company carries $25,288 of convertible notes due in 2028, has no borrowings on its $25,000 asset-based credit facility, and believes current liquidity will cover operational needs for at least the next twelve months.
CarParts.com, Inc. reported first quarter 2026 results showing lower sales but sharply improved profitability. Net sales were $132.0 million, down about 10% from $147.4 million a year earlier, mainly due to reduced marketing spend to prioritize profit.
Gross profit was $42.9 million with gross margin improving to 32.5%, helped by product mix and lower freight costs. Operating expenses fell to $46.0 million from $62.5 million, driven by headcount reductions, lower marketing and a gain on the sale of the Philippines subsidiary. Net loss narrowed to $1.9 million from $15.3 million.
Adjusted EBITDA turned positive at $0.6 million, compared with a loss of $6.2 million in the prior-year quarter, marking the first positive adjusted EBITDA since Q1 2024. The company ended the quarter with $37.9 million in cash, $25.3 million of convertible notes payable and no revolver debt, and highlighted initiatives in private-label growth, AI systems, last-mile delivery and a new CarParts.com Mastercard.
Subramanian Kals reported acquisition or exercise transactions in this Form 4 filing.
CarParts.com, Inc. granted Chief Technology Officer Subramanian Kals 175,000 Restricted Stock Awards (RSAs) effective April 8, 2026, under the CarParts.com, Inc. 2016 Equity Incentive Plan. These awards are a form of equity compensation, not an open-market stock purchase or sale.
The RSAs will vest in three equal installments of approximately one-third each on the next three anniversaries of the grant date, as long as Kals continues working for the company through each vesting date. Following this grant, he holds 175,000 RSAs directly according to the filing.
Huffaker Michael reported acquisition or exercise transactions in this Form 4 filing.
CarParts.com, Inc. reported that its Chief Operating Officer, Michael Huffaker, received a grant of 190,000 Restricted Stock Awards (RSAs) effective April 8, 2026. These RSAs were granted under the CarParts.com, Inc. 2016 Equity Incentive Plan as equity-based compensation.
The RSAs are scheduled to vest in three equal installments of approximately one-third each on the first, second, and third anniversaries of the grant date. Vesting is conditioned on Huffaker’s continuous service with the company through each vesting date. Following this grant, he directly holds 190,000 shares of common stock underlying these RSAs.
Meniane David reported acquisition or exercise transactions in this Form 4 filing.
CarParts.com, Inc. reported that Chief Executive Officer David Meniane received a grant of 300,000 Restricted Stock Awards on April 8, 2026 under the CarParts.com, Inc. 2016 Equity Incentive Plan. The awards vest in three equal installments of approximately one-third each on the first, second, and third anniversaries of the grant date, conditioned on his continuous service with the company through each vesting date.
GREYSON JAY KEITH reported acquisition or exercise transactions in this Form 4 filing.
CarParts.com, Inc. director Greyson Jay Keith received a stock award of 14,291 shares of Common Stock on April 6, 2026. The shares were granted under the company’s Director Payment Election Plan in lieu of cash retainer fees equal to $11,550, rather than being bought on the market.
Each share was valued at $0.81 for the award, and following this transaction Keith directly holds 440,805 shares of CarParts.com common stock. This is a routine compensation-related grant, not an open-market purchase or sale.
CarParts.com, Inc. is asking stockholders to vote at a fully virtual annual meeting on May 11, 2026, with a record date of March 13, 2026. Proposals include electing one Class II director, ratifying RSM US LLP as auditor for fiscal 2026, approving the 2026 Stock Incentive Plan, and authorizing a reverse stock split at a ratio between 1‑for‑5 and 1‑for‑20 at the Board’s discretion. Stockholders are also asked to approve an advisory vote on executive compensation and a proposal to adjourn the meeting if additional proxy solicitation is needed. The proxy details board structure, committee responsibilities, ESG oversight, a $35.7 million 2025 strategic investment with investor rights and board observers, and a pay program emphasizing stock ownership, clawbacks, and performance‑based incentives.
CarParts.com, Inc. entered into a private placement, agreeing to sell 10,000,000 shares of common stock at $0.80 per share for gross proceeds of $8.0 million. The company plans to use the net proceeds to fund inventory investments, primarily for its JC Whitney-branded product line.
The investors are subject to a six-month lock-up with restrictions on transfers and hedging, a company repurchase right, and voting commitments. An Investor Rights Agreement grants the purchasers customary resale registration rights and, while they hold at least 10% beneficial ownership, the right to designate one board member.
CarParts.com also amended certain convertible notes to ensure sufficient authorized shares for full conversion after May 8, 2027, and announced an expanded collaboration with A-Premium to launch about 30,000 JC Whitney SKUs, with an initial 6,000 SKUs expected for sale in early Q2 2026.