Form 8-K
8-K — AMERICAS CARMART INC
Accession: 0001171843-26-003809
Filed: 2026-05-29
Period: 2026-05-22
CIK: 0000799850
SIC: 5500 (RETAIL-AUTO DEALERS & GASOLINE STATIONS)
Item: Entry into a Material Definitive Agreement
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Other Events
Item: Financial Statements and Exhibits
Documents
8-K — f8k_052926.htm (Primary)
EX-10.1 — EXHIBIT 10.1 (exh_101.htm)
XML — IDEA: XBRL DOCUMENT (R1.htm)
8-K — FORM 8-K
8-K (Primary)
Filename: f8k_052926.htm · Sequence: 1
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2026-05-22
2026-05-22
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): May 22, 2026
America’s Car-Mart, Inc.
(Exact name of registrant as specified in its charter)
Texas
0-14939
63-0844612
(State or other jurisdiction
(Commission File Number)
(IRS Employer
of incorporation)
Identification Number)
1805 North 2nd Street, Suite 401, Rogers, Arkansas 72756
(Address of principal executive offices) (Zip Code)
(479) 464-9944
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule
405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use
the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a)
of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $0.01 per share
CRMT
NASDAQ Global Select Market
Introductory Note
America’s Car-Mart, Inc. (“Car-Mart” or the “Company”) today
announced that its Board of Directors (the “Board”) has retained Houlihan Lokey Capital, Inc. (“Houlihan
Lokey”), a leading global investment bank with significant experience in the consumer finance and financial services sectors,
to serve as its financial advisor as the Company continues to evaluate and pursue strategic alternatives, including potential
financing, recapitalization, mergers and acquisitions and other transactions.
The Board also established a Special Committee to oversee the Company’s review of strategic
alternatives and appointed Adam Paul as an independent director and Chair of the Special Committee.
The Board and management continue to evaluate the full range of paths available to the business
in the interest of all stakeholders.
Item 1.01 Entry into a Material Definitive Agreement
The information set forth in Item 5.02 of this Current Report on Form 8-K under the heading
“Appointment of Additional Independent Director” regarding the Independent Director Agreement is hereby incorporated by reference
in this Item 1.01.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of Additional Independent Director
On May 22, 2026, the Board increased the size of the Board from nine members to ten members
and appointed Adam Paul as an independent director, effective immediately. Simultaneously, the Board also appointed Mr. Paul to the Special
Committee described below under Item 8.01 of this Current Report.
Mr. Paul is President of AP Advisors, LLC. Mr. Paul has over 25 years of experience advising
boards of directors, senior officers, and public and private companies on capital structure solutions, strategic alternatives, recapitalizations,
and complex financial transactions. Mr. Paul has served as an independent director and special committee member for multiple companies
across industries including retail, healthcare, energy, and food services. The Board determined that Mr. Paul is independent under NASDAQ
listing standards applicable to the Company. The Company believes that Mr. Paul’s extensive capital structure, capital
markets, and board advisory expertise qualify him to serve as one of its directors.
There are no arrangements or understandings between Mr. Paul and any other persons pursuant
to which he was appointed to the Board, other than the Independent Director Agreement between the Company and Mr. Paul described below.
There are no family relationships between Mr. Paul and any director or executive officer of the Company. Mr. Paul has not engaged in any
related-person transactions required to be disclosed by Item 404(a) of Regulation S-K.
In connection with his appointment to the Board, Mr. Paul entered into an Independent Director
Agreement with the Company. The Independent Director Agreement does not have a fixed term but is terminable upon ten days’ notice
by the Company or Mr. Paul. Mr. Paul shall be entitled to cash payments of $45,000 per month during the term of the Independent Director
Agreement for a minimum of three months, plus $4,000 per day in which Mr. Paul’s commitments to the Board exceed four hours. Mr.
Paul is also entitled to reimbursement for reasonable business related expenses incurred in good faith in the performance of his duties
for the Company.
The Independent Director Agreement includes indemnification, contribution and expense advancement
provisions that are customary for agreements of this nature. The indemnification, contribution and expense advancement benefits provided
under the Independent Director Agreement are in addition to the indemnification and expense advancement provisions provided for in the
Company’s Articles of Incorporation, as amended, and Amended and Restated Bylaws, as amended. The foregoing description of the Independent
Director Agreement is qualified in its entirety by the terms of such agreement, which is filed as an exhibit to this Current Report on
Form 8-K and incorporated herein by reference.
Item 8.01 Other Events.
Formation of Special Committee to Review Strategic Alternatives
On May 22, 2026, the Board established a Special Committee (the “Special Committee”)
for the purpose of overseeing the Company’s review of strategic alternatives (the “Strategic Alternatives Review”).
The Special Committee’s mandate includes, but is not limited to, the evaluation of (i) any financing, refinancing, or recapitalization
transaction, (ii) raising capital through the issuance of equity securities, (iii) asset sales, (iv) review and modification of the Company’s
debt facilities and (v) other strategic alternatives.
The Special Committee is composed of Adam Paul (Chair), Joshua Welch, and Jonathan Buba. The
Board has delegated to the Special Committee the exclusive authority to review, evaluate, negotiate, and make recommendations to the Board
regarding the Strategic Alternatives Review and related transactions; provided that the Board retains the authority to approve the consummation
of any such transaction following a recommendation by the Special Committee.
Furthermore, the Company has retained Houlihan Lokey as financial advisor to advise the Company
and the Special Committee with respect to the evaluation of strategic alternatives.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Independent Director Agreement, dated May 22, 2026 among AP Advisors LLC, Adam C. Paul and the Company
104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMERICA’S CAR-MART, INC.
Date: May 29, 2026 By:
/s/ Jonathan Collins
Jonathan Collins
Chief Financial Officer
EX-10.1 — EXHIBIT 10.1
EX-10.1
Filename: exh_101.htm · Sequence: 2
Exhibit
10.1
AP ADVISORS LLC
May 22, 2026
America’s Car-Mart, Inc.
1805 N 2nd St Suite 401
Rogers, AR 72756
Attn: Board of Directors
Ladies and Gentlemen:
This letter engagement agreement (“Agreement”)
is entered into by and among AP Advisors LLC, a Delaware limited liability company (“APLLC”), Adam Paul, an individual
and the Managing Member of APLLC (“Adam Paul” and collectively with APLLC, the “AP Parties”), on
the one hand, and America’s Car-Mart, Inc., a Texas corporation (“Company”), and confirms and sets forth the
terms and conditions of the engagement (the “Engagement”) of the AP Parties by the Company, including the scope of
the services to be performed and the basis of compensation for those services.
1. Description of Services.
(a)
Independent Board Member. In connection with this Engagement, Adam Paul shall serve as an independent member (“IBM”)
of the Board of Directors of the Company (the “Board”). No other person or entity shall act as an IBM under this Agreement.
(b)
Duties. The IBM shall have those powers and duties as prescribed herein and in the Company’s bylaws and as normally
associated with the position of an independent member of the board of directors of corporations comparable to the Company and such other
powers and duties as may be deemed appropriate and necessary, including, without limitation, to:
(i)
Evaluate strategic alternatives with the goal of maximizing value for the Company and its subsidiaries;
(ii)
Perform such other services as may be reasonably requested or deemed appropriate; and
(iii)
Take any and all actions necessary to fulfill the responsibilities set forth above, including executing all necessary documentation on
behalf of the Company to effectuate the same.
2. Information
Provided by the Company. The Company shall: (i) provide the IBM with reasonable access to management and other representatives
of the Company and its subsidiaries, except to the extent that any such access may impair any attorney-client privilege between the
Company and its subsidiaries (or any of them) and any representative; and (ii) furnish all data, material, and other information
concerning the business, assets, liabilities, operations, cash flows, properties, financial condition and prospects of the Company
that the IBM reasonably requests in connection with the services to be provided to the Company. The IBM will rely, without further
independent verification, on the accuracy and completeness of all publicly available information and information that is furnished
by or on behalf of the Company and otherwise reviewed by the IBM in connection with the services performed for the Company. The
Company acknowledges and agrees that the IBM is not responsible for the accuracy or completeness of such information and shall not
be responsible for any inaccuracies or omissions therein, provided that if the IBM becomes aware of material inaccuracies or errors
in any such information he shall promptly notify the Board of the Company of such errors, inaccuracies or concerns. The IBM is under
no obligation to update data submitted to him or to review any other information unless specifically requested by the Board to do
so.
3.
No Other Representations, Warranties or Guarantees. Except as otherwise expressly set forth in this Agreement, the parties to this
Agreement do not make, and hereby disclaim, any representations, warranties or guarantees. The AP Parties hereby specifically disclaim
any representation, warranty or guaranty that (i) an appropriate sale transaction, restructuring proposal or strategic alternative can
be formulated for or executed by the Company and its subsidiaries, (ii) any sale transaction, restructuring proposal or strategic alternative
presented to the Company’s or its subsidiaries’ management or the Board of the Company or its subsidiaries will be more successful
than all other possible sale transactions, restructuring proposals or strategic alternatives, (iii) a sale transaction is the best course
of action for the Company and its subsidiaries, or (iv) if formulated, any proposed sale transaction, restructuring plan or strategic
alternative will be accepted by any of the Company’s and its subsidiaries’ creditors and other constituents.
4.
Compensation.
(a)
As compensation for the services to be provided hereunder by all AP Parties, APLLC will be paid, in advance, $45,000, per month
in the aggregate with the first monthly fee due upon election of this Agreement and thereafter payable in advance on the first business
day of each calendar month, for a guaranteed term of 3 months. In addition, APLLC shall be entitled to a $4,000 per diem payable for days
on which Adam Paul devotes more than four hours of service as an IBM to activities outside the scope of normal director duties, including,
without limitation, being deposed, preparing for deposition, or appearing as (or preparing to appear as) a witness in court.
(b)
In addition, Adam Paul will be reimbursed for his reasonable and documented out-of-pocket expenses incurred in connection with
this assignment, such as travel, lodging, local transportation, reasonable working meals, duplicating, messenger and other delivery fees,
telephone and internet charges, and reasonable fees and expenses of counsel and/or other advisors engaged by the AP Parties as necessary
to perform under this Agreement, which counsel and advisors shall be reasonably acceptable to the Company. Adam Paul will not incur any
expense in excess of $1,000 without prior approval of the Company.
(c)
The AP Parties will regularly send the Company invoices monthly indicating fees and costs and expenses incurred. Payment is due
upon receipt of each invoice.
5.
Term and Termination.
(a)
The term of this Agreement shall commence on the date on which this Agreement has been executed below by all parties hereto, and
shall continue until terminated in accordance with this Section 5(a). Any party hereto may terminate this Agreement for any or
no reason upon ten days’ written notice to the other party to this Agreement.
(b)
On termination of this Agreement, any undisputed fees and expenses due to the AP Parties shall be remitted promptly (including
fees and expenses that accrued prior to but are duly invoiced subsequent to such termination).
(c)
The provisions of this Agreement that give the parties rights or obligations beyond its termination shall survive and continue
to bind the parties.
(d)
Notwithstanding the notice period set forth in this Section 5, the IBM’s right to participate in meetings of the Board
or to vote as a member of the Board shall terminate immediately upon notice being given of the IBM’s termination or resignation.
6.
No Audit. The Company acknowledges and agrees that the AP Parties are not being requested or engaged hereby to perform an audit,
review or compilation, or any other type of financial statement reporting engagement that is subject to the rules of the AICPA, SEC or
other state or national professional or regulatory body.
7.
No Third Party Beneficiary. The Company acknowledges that all advice (written or oral) provided by the AP Parties to the Company
in connection with this Engagement is intended solely for the benefit and use of the Company (limited to its Board and management and
the board and management of its subsidiaries) in considering the matters to which this Engagement relates. The Company agrees that no
such advice shall be used for any other purpose or reproduced, disseminated, quoted or referred to at any time in any manner or for any
purpose other than accomplishing
the tasks referred to herein without the AP Parties’ prior
approval (which shall not be unreasonably withheld), except as required by law, regulation (including stock exchange rules) or legal
or administrative process.
8.
Conflicts. The AP Parties are not currently aware of any relationship or circumstance that has created or would create a conflict
of interest with the Company, the provision of the services to be rendered hereunder to the Company or those parties-in-interest of which
you have made the AP Parties aware. Without limiting the generality of the preceding sentence, no AP Party has any conflicting interests
with the Company or its subsidiaries, or any officers or directors of the Company or its subsidiaries, or any material vendors or customers
of the Company or its subsidiaries or any lender to the Company or its subsidiaries. Such conflicting interests would include any financial,
professional or employment relationship with any of the foregoing. The AP Parties will not be restricted by virtue of providing the services
under this Agreement from providing services to other entities or individuals whose interests may be in competition with the Company,
provided the AP Parties make appropriate arrangements to ensure that the confidentiality of information is maintained and provided that
the AP Parties will not represent the interests of any such entities or individuals directly in connection with the matters in which the
AP Parties are serving the Company.
9.
Confidentiality. The AP Parties shall keep as confidential all non-public information received from the Company, its subsidiaries,
or their respective advisors in conjunction with this Agreement, except: (i) as requested by the Company or its legal personnel; (ii)
as required by legal proceedings; or (iii) as reasonably required in the performance of this Agreement. All obligations as to non-disclosure
shall cease as to any part of such information to the extent that such information is or becomes public other than as a result of a breach
of this Section 9.
10. Indemnification/Limitations
on Liability. The Company shall indemnify the IBM to the same extent as the most favorable indemnification they each extend to
their respective officers, directors or managers, whether under the Company’s articles or certificates of incorporation,
bylaws, under applicable law, by contract or otherwise, and no reduction or termination in any of the benefits provided under any
such indemnities shall affect the benefits provided to the IBM. The IBM shall be covered as a director under the Company’s
existing director and officer liability insurance policy(ies), copies of which have separately been provided to the AP Parties. As a
condition of AP accepting this engagement, endorsements to such director and officer liability policy(ies) evidencing such coverage
shall be furnished to the IBM prior to the effective date of this Agreement. The Company shall give thirty (30) days’ prior,
written notice to the IBM of cancellation, non-renewal, or material adverse change in coverage, scope, or amount of such director
and officer liability policy(ies). The provisions of this Section 10 are in the nature of contractual obligations and no
change in applicable law or the Company’s charters, bylaws, operating agreements or other organizational documents or policies
shall affect the Indemnified Parties’ (as defined in the attached Indemnification and Limitation of Liability Agreement)
rights hereunder. The attached Indemnification and Limitation of Liability Agreement is incorporated herein and the termination of
this Agreement or the Engagement shall not affect the Indemnification and Limitation of Liability Agreement, which shall remain in
full force and effect.
11. Miscellaneous.
(a)
This Agreement (together with the attached Indemnification and Limitation of Liability Agreement), including, without limitation,
the construction and interpretation hereof and thereof and all claims, controversies and disputes arising under or relating thereto, shall
be governed and construed in accordance with the laws of the State of New York, without regard to conflict of law principles that would
defer to the laws of another jurisdiction.
(b)
The Company and the AP Parties agree to waive trial by jury in any action, proceeding or counterclaim brought by or on behalf of
any party hereto with respect to any matter relating to or arising out of the engagement or the performance or non-performance of the
parties hereunder.
(c)
The AP Parties shall not assign any rights, or delegate or subcontract any obligations, under this Agreement without the Company’s
prior written consent. Any assignment in violation of the foregoing shall be deemed null and void. The Company may freely assign its rights
and obligations under this Agreement at any time. Subject to the limits on assignment stated above, this Agreement will inure to the benefit
of, be binding on, and be enforceable against each of the parties hereto and their respective successors and assigns.
(d)
This Agreement shall be binding upon the AP Parties and the Company, their respective heirs, successors, and assignees, and any
heir, successor, or assignee of a substantial portion of the AP Parties’ or the Company’s respective businesses and/or assets,
including any Chapter 7/11 Trustee.
(e)
This Agreement incorporates the entire understanding of the parties with respect to the subject matter hereof and supersedes all
prior written or oral agreements and understandings with respect thereto, and may not be amended or modified except in writing executed
by the Company and the AP Parties.
If the foregoing is acceptable to you, kindly sign the enclosed
copy to acknowledge your agreement with its terms.
AP ADVISORS LLC
By:
/s/ Adam Paul
Adam Paul, Managing Member
/s/ Adam Paul
ADAM PAUL, individually
Accepted and agreed:
America’s Car-Mart, Inc., a Texas corporation
By:
/s/ Douglas Cambell
Name:
Douglas Campbell
Its:
President, CEO
INDEMNIFICATION AND LIMITATION OF LIABILITY
AGREEMENT
This Indemnification and Limitation
of Liability Agreement is made part of an agreement, dated May 22, 2026 (which together with any renewals, modifications or extensions
thereof, is herein referred to as the “Agreement”) by and between AP Advisors LLC (“APLLC”) and
Adam Paul, Managing Member of APLLC (“Adam Paul” and together with APLLC, the “AP Parties”) on the
one hand, and America’s Car-Mart, Inc., a Texas corporation (“Company”), and their permitted successors and assigns,
on the other hand, for services to be rendered to the Company by the AP Parties.
A.
The Company agrees to indemnify and hold harmless each of the AP Parties, and their affiliates, heirs, successors, permitted assigns
(as set forth in the Agreement) and employees, agents, representatives and subcontractors (each, an “Indemnified Party”
and collectively, the “Indemnified Parties”) against any and all losses, claims, damages, liabilities, penalties, obligations
and expenses, including the costs for counsel or others reasonably incurred as a result of and in the course of investigating, preparing
or defending any action or claim in connection with litigation in which any Indemnified Party is a party or as to which a claim against
an Indemnified Party has been, asserted in writing, or enforcing the Agreement (including these indemnity provisions), as and when incurred,
caused by, relating to, based upon or arising out of (directly or indirectly) the Indemnified Parties’ acceptance of or the performance
or nonperformance of their obligations under the Agreement, whether covered by insurance or not; provided, however, such indemnity shall
not apply to (i) any such loss, claim, damage, liability or expense to the extent it is found in a final judgment by a court of competent
jurisdiction (not subject to further appeal) to have resulted primarily and directly from such Indemnified Party’s breach of the
confidentiality obligations contained in this Agreement, gross negligence or willful misconduct; (ii) any claim by the Company against
the AP Parties as to the AP Parties’ breach of the AP Parties’ express obligations under this Agreement and (iii) limited
by applicable law. The Company also agrees that (a) no Indemnified Party shall have any liability (whether direct or indirect, in contract
or tort or otherwise) to the Company for or in connection with the engagement of Adam Paul, except to the extent that any such liability
for losses, claims, damages, liabilities or expenses are found in a final judgment by a court of competent jurisdiction (not subject to
further appeal) to have resulted primarily and directly from such Indemnified Party’s gross negligence or willful misconduct or
to the extent the limitation of such liability is limited by applicable law and (b) in no event will any Indemnified Party have any liability
to the Company for special, consequential, incidental or exemplary damages or loss (nor any lost profits, savings or business opportunity).
The Company further agrees that it will not, without the prior consent of an Indemnified Party, settle or compromise or consent to the
entry of any judgment in any pending or threatened claim, action, suit or proceeding in respect of which such Indemnified Party seeks
indemnification hereunder (whether or not such Indemnified Party is an actual party to such claim, action, suit or proceedings) unless
such settlement, compromise or consent includes an unconditional release of such Indemnified Party from all liabilities arising out of
such claim, action, suit or proceeding.
B.
These indemnification provisions shall be in addition to any liability which the Company may otherwise have to the Indemnified
Parties. In the event that, at any time whether before or after termination of the Engagement or the Agreement, as a result of or in connection
with the Agreement or the AP Parties’ role under the Agreement, the AP Parties or any Indemnified Party is required to produce any
of its personnel (including former employees) for examination, deposition or other written, recorded or oral presentation, or the AP Parties
or any other Indemnified Party is required to produce or otherwise review, compile, submit, duplicate, search for, organize, or report
on any material within such Indemnified Party’s possession or control pursuant to a subpoena or other legal (including administrative)
process, the Company will reimburse the Indemnified Party for his, her or its out of pocket expenses, including the reasonable fees and
expenses of his, her or its counsel.
C.
If any action, proceeding or investigation is commenced to which any Indemnified Party proposes to demand indemnification hereunder,
such Indemnified Party will notify the Company with reasonable promptness; provided, however, that any failure by such Indemnified Party
to notify the Company will not relieve the Company from its obligations hereunder, except to the extent that such failure shall have actually
prejudiced the defense of such action. To the fullest extent permitted under applicable law, the Company shall promptly pay expenses reasonably
incurred by any Indemnified Party in defending, participating in, or settling any action, proceeding or investigation in which such Indemnified
Party is a party or is threatened to be made a party or otherwise is participating in by reason of the engagement under the Agreement,
upon submission of invoices therefor, whether in advance of the final disposition of such action, proceeding, or investigation or otherwise.
Each Indemnified Party hereby undertakes, and the Company hereby accepts its undertaking, to repay any and all such amounts so advanced
if it shall ultimately be determined that such Indemnified Party is not entitled to be indemnified therefor. If any such action, proceeding
or investigation in which an Indemnified Party is a party is also against the Company, the Company may, in lieu of advancing the expenses
of separate counsel for such Indemnified Party, provide such Indemnified Party with legal representation by the same counsel who represents
the Company provided such counsel is reasonably satisfactory to such Indemnified Party, at no cost to such Indemnified Party; provided,
however, that if such counsel or counsel to the Indemnified Party shall determine that due to the existence of actual or potential conflicts
of interest between such Indemnified Party and the Company such counsel is unable to represent both the Indemnified Party and the Company,
then the Indemnified Party shall be entitled to use separate counsel of his, her or its own choice, and to the maximum extent permitted
under applicable law the Company shall promptly advance the reasonable expenses of such separate counsel upon submission of invoices therefor.
Nothing herein shall prevent an Indemnified Party from using separate counsel of his, her or its own choice at his, her or its own expense.
The Company will be liable for any settlement of any claim against an Indemnified Party made with the Company’s written consent,
which consent shall not be unreasonably withheld.
D.
In order to provide for just and equitable contribution if a claim for indemnification pursuant to these indemnification provisions
is made but it is found in a final judgment by a court of competent jurisdiction (not subject to further appeal) that such indemnification
may not be enforced in such case, even though the express provisions hereof provide for indemnification, then the relative fault of the
Company, on the one hand, and the Indemnified Parties, on the other hand, in connection with the statements, acts or omissions which resulted
in the losses, claims, damages, liabilities and costs giving rise to the indemnification claim and other relevant equitable considerations
shall be considered; and further provided that in no event will the Indemnified Parties’ aggregate contribution for all losses,
claims, damages, liabilities and expenses with respect to which contribution is available hereunder exceed the amount of fees actually
received by the Indemnified Parties pursuant to the Agreement. No person found liable for a fraudulent misrepresentation shall be entitled
to contribution hereunder from any person who is not also found liable for such fraudulent misrepresentation.
E.
In the event the Company and the AP Parties seek judicial approval for the assumption of the Agreement or authorization to enter
into a new engagement agreement pursuant to either of which the AP Parties would continue to be engaged by the Company, the Company shall
promptly pay expenses reasonably incurred by the Indemnified Parties, including attorneys’ fees and expenses, in connection with
any motion, action or claim made either in support of or in opposition to any such retention or authorization, whether in advance of or
following any judicial disposition of such motion, action or claim, promptly upon submission of invoices therefor and regardless of whether
such retention or authorization is approved by any court. The Company will also promptly pay the Indemnified Parties for any expenses
reasonably incurred by them, including attorneys’ fees and expenses, in seeking payment of all amounts owed it under the Agreement
(or any new engagement agreement) whether through submission of a fee application or in any other manner, without offset, recoupment or
counterclaim.
F.
Neither termination of the Agreement nor termination of the AP Parties’ engagement nor the filing of a petition under Chapter
7 or 11 of the United States Bankruptcy Code (nor the conversion of an existing case to one under a different chapter) shall affect these
indemnification provisions, which shall hereafter remain operative and in full force and effect.
G.
The rights provided herein shall not be deemed exclusive of any other rights to which the Indemnified Parties may be entitled under
the articles or certificates of incorporation or operating agreements or bylaws of the Company, any other agreements, any vote of members
of the Company, any applicable law or otherwise.
AP ADVISORS LLC
By:
/s/ Adam Paul
Adam Paul, Managing Member
/s/ Adam Paul
ADAM PAUL, individually
America’s Car-Mart, Inc., a Texas corporation
By:
/s/ Douglas Cambell
Name:
Douglas Campbell
Its:
President, CEO
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May 22, 2026
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Entity File Number
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Entity Central Index Key
0000799850
Entity Tax Identification Number
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Entity Incorporation, State or Country Code
TX
Entity Address, Address Line One
1805 North 2nd Street
Entity Address, Address Line Two
Suite 401
Entity Address, City or Town
Rogers
Entity Address, State or Province
AR
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City Area Code
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Local Phone Number
464-9944
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Security Exchange Name
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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
+ References
No definition available.
+ Details
Name:
dei_DocumentType
Namespace Prefix:
dei_
Data Type:
dei:submissionTypeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 1 such as Attn, Building Name, Street Name
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine1
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Address Line 2 such as Street or Suite number
+ References
No definition available.
+ Details
Name:
dei_EntityAddressAddressLine2
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the City or Town
+ References
No definition available.
+ Details
Name:
dei_EntityAddressCityOrTown
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Code for the postal or zip code
+ References
No definition available.
+ Details
Name:
dei_EntityAddressPostalZipCode
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the state or province.
+ References
No definition available.
+ Details
Name:
dei_EntityAddressStateOrProvince
Namespace Prefix:
dei_
Data Type:
dei:stateOrProvinceItemType
Balance Type:
na
Period Type:
duration
X
- Definition
A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityCentralIndexKey
Namespace Prefix:
dei_
Data Type:
dei:centralIndexKeyItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Indicate if registrant meets the emerging growth company criteria.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityEmergingGrowthCompany
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
+ References
No definition available.
+ Details
Name:
dei_EntityFileNumber
Namespace Prefix:
dei_
Data Type:
dei:fileNumberItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Two-character EDGAR code representing the state or country of incorporation.
+ References
No definition available.
+ Details
Name:
dei_EntityIncorporationStateCountryCode
Namespace Prefix:
dei_
Data Type:
dei:edgarStateCountryItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityRegistrantName
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
+ Details
Name:
dei_EntityTaxIdentificationNumber
Namespace Prefix:
dei_
Data Type:
dei:employerIdItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Local phone number for entity.
+ References
No definition available.
+ Details
Name:
dei_LocalPhoneNumber
Namespace Prefix:
dei_
Data Type:
xbrli:normalizedStringItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
+ Details
Name:
dei_PreCommencementIssuerTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
+ Details
Name:
dei_PreCommencementTenderOffer
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Title of a 12(b) registered security.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
+ Details
Name:
dei_Security12bTitle
Namespace Prefix:
dei_
Data Type:
dei:securityTitleItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Name of the Exchange on which a security is registered.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
+ Details
Name:
dei_SecurityExchangeName
Namespace Prefix:
dei_
Data Type:
dei:edgarExchangeCodeItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14a
-Subsection 12
+ Details
Name:
dei_SolicitingMaterial
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Trading symbol of an instrument as listed on an exchange.
+ References
No definition available.
+ Details
Name:
dei_TradingSymbol
Namespace Prefix:
dei_
Data Type:
dei:tradingSymbolItemType
Balance Type:
na
Period Type:
duration
X
- Definition
Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.
+ References
Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
+ Details
Name:
dei_WrittenCommunications
Namespace Prefix:
dei_
Data Type:
xbrli:booleanItemType
Balance Type:
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Period Type:
duration