Foss Trusts Amend Credit Acceptance Stake Filing

TL;DR

Foss trusts updated their Credit Acceptance stake filing - watch for ownership changes.

AI Summary

On March 22, 2024, Allan V. Apple, as trustee for various Donald A. Foss remainder trusts, filed an amendment to Schedule 13D concerning Credit Acceptance Corp. The filing indicates a change in beneficial ownership, with the trusts collectively holding a significant stake in the company. The specific number of shares and percentage of ownership were not detailed in this excerpt.

Why It Matters

This filing signals a potential shift in major shareholder activity for Credit Acceptance Corp, which could influence stock price and corporate strategy.

Risk Assessment

Risk Level: medium — Changes in beneficial ownership filings can indicate strategic moves by large shareholders, potentially impacting the stock.

Key Players & Entities

• Allan V. Apple (person) — Trustee for Donald A. Foss remainder trusts
• Donald A. Foss 2009 Remainder Trust (company) — Beneficial owner of Credit Acceptance Corp shares
• Donald A. Foss 2010 Remainder Trust (company) — Beneficial owner of Credit Acceptance Corp shares
• Donald A. Foss 2010 Remainder Trust #2 (company) — Beneficial owner of Credit Acceptance Corp shares
• Donald A. Foss 2011 Remainder Trust FBO Robert S. Foss & Descendants (company) — Beneficial owner of Credit Acceptance Corp shares
• Marital Trust U/A Donald A. Foss Trust January 16, 1981 (company) — Beneficial owner of Credit Acceptance Corp shares
• Credit Acceptance Corp (company) — Subject company of the filing

FAQ

Key Financial Figures

• $546.07 — ranging from the average daily price of $546.07 per share to $569.81 per share. None of
• $569.81 — age daily price of $546.07 per share to $569.81 per share. None of the other Trusts eff

Filing Documents

• tm249590d1_sc13da.htm (SC 13D/A) — 99KB
• 0001104659-24-037955.txt ( ) — 101KB

Security and Issuer

Item 1. Security and Issuer. Common Stock of Credit Acceptance Corporation (the “Issuer”). The principal executive offices of the Issuer are located at 25505 West Twelve Mile Road, Southfield, Michigan 48034-8339.

Identity and Background

Item 2. Identity and Background. This statement is filed jointly by the Donald A. Foss 2009 Remainder Trust, the Donald A. Foss 2010 Remainder Trust, the Donald A. Foss 2010 Remainder Trust #2, the Donald A. Foss 2011 Remainder Trust FBO Robert S. Foss and Descendants, and the Marital Trust U/A Donald A. Foss Trust January 16, 1981, each established under the laws of Michigan (collectively, the “Trusts”), and Allan V. Apple, a citizen of the United States (collectively, with the Trusts, the “Reporting Persons”). Mr. Apple is the trustee of the Trusts. Mr. Apple is principally responsible as trustee of the Trusts but is otherwise retired from his professional duties. His address is 6657 Camarillo Terrace Ln, Del Ray Beach, FL 33446. The principal office of the Trusts is 101 W 14 Mile Road, Madison Heights, MI 48071. During the last five (5) years, none of the Trusts nor Mr. Apple has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Source or Amount of Funds or Other

Item 3. Source or Amount of Funds or Other Consideration. Not applicable.

Purpose of Transaction

Item 4. Purpose of Transaction. This Schedule 13D/A is being filed to report a change in the shares beneficially owned by the Reporting Persons. The Reporting Persons intend to evaluate on an ongoing basis the investments in the Issuer and their options with respect to such investments. The Reporting Persons may from time to time, acquire additional common stock from time to time for investment purposes if market conditions are favorable, in the open market, in privately negotiated transactions or otherwise. The Reporting Persons may also dispose of some or all of the Issuer’s common stock that the Reporting Persons beneficially own, periodically, by public or private sale (registered or unregistered and with or without the simultaneous sale of newly-issued common stock by the Issuer), gift, expiration of options, forfeiture of restricted shares or otherwise, including, without limitation, sales of common stock pursuant to Rule 144 under the Securities Act of 1933, as amended, or otherwise. The Reporting Persons reserve the right not to acquire common stock at any given time and not to dispose of all or part of common stock the Reporting Persons may own at any given time if they determine such acquisition or disposal is not in their best interests at the time in question. Other than as described above, the Reporting Persons does not have any current plans or proposals which relate to, or would result in, (a) any acquisition or disposition of securities of the Issuer, (b) any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries, (c) any sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries, (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the Board, (e) any material change in the Issuer’s present ca

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer. The Donald A. Foss 2009 Remainder Trust directly holds 813,854 shares, which represents 6.6% of the common stock of the Issuer; the Donald A. Foss 2010 Remainder Trust directly holds 510,852 shares, which represents 4.2% of the common stock of the Issuer; the Donald A. Foss 2010 Remainder Trust #2 directly holds 8,826 shares, which represents 0.1% of common stock of the Issuer; the Donald A. Foss 2011 Remainder Trust FBO Robert S. Foss and Descendants holds 85,979 shares, which represents 0.7% of common stock of the Issuer; and the Marital Trust U/A Donald A. Foss Trust January 16, 1981 directly holds 1,152,797 shares, which represents 9.4% of common stock of the Issuer. Each of the Trusts has sole voting and dispositive power with respect to the shares beneficially owned by them. Mr. Apple beneficially owns an aggregate of 2,572,308 shares, which represents 20.9% of common stock of the Issuer by virtue of his capacity as trustee/co-trustee of the Trusts. Mr. Apple has sole voting power over 94,805 shares of common stock of the Issuer, and shared voting power with co-trustee of the Donald A. Foss 2009 Remainder Trust and Donald A. Foss 2010 Remainder Trust over 1,324,706 shares of common stock of the Issuer. Further, Mr. Apple shares voting and dispositive power with co-trustees over the Marital Trust U/A Donald A. Foss Trust January 16, 1981 over 1,152,797 shares of common stock of the Issuer. Lastly, Mr. Apple has sole dispositive power over 1,419,511 shares of common stock of the Issuer. Mr. Apple disclaims beneficial ownership of these shares owned by such Trusts. Commencing January 26, 2024, both the Donald A. Foss 2009 Remainder Trust and the Donald A. Foss 2010 Remainder Trust began disposing of shares in the open market pursuant to their Form 144s filed on January 26, 2024. As of the date of this filing on Schedule 13D, the Donald A. Foss 2009 Remainder Trust has disposed of 117,469 shares and the Donald A.

Contracts, Arrangements, Understandings

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. The shares of common stock in the Marital Trust U/A Donald A. Foss Trust January 16, 1981 are subject to the terms of a shareholder agreement, entered into by Mr. Foss on January 3, 2017. Under the terms of that agreement, which continue to be applicable to the trustees of the Marital Trust U/A Donald A. Foss Trust January 16, 1981 following Mr. Foss’s death on August 14, 2022, the shares in the trust are to be voted in accordance with the recommendation of the Issuer’s Board of Directors with respect to election and removal of directors, certain routine matters and any other proposal to be submitted to the Issuer’s shareholders with respect to any extraordinary transaction providing for the acquisition of all of the Issuer’s outstanding common stock until the final adjournment of the tenth annual meeting of shareholders held by the Issuer after the date of the shareholder agreement.

Material to Be Filed as Exhibits

Item 7. Material to Be Filed as Exhibits. Joint Filing Agreement (included as Exhibit A below) Shareholder Agreement, dated as of January 3, 2017, between the Issuer and Donald A. Foss (incorporated by reference to Exhibit 10.18 to the Issuer’s Current Report on Form 8-K filed January 4, 2017). Amendment to Shareholder Agreement dated September 15, 2017, between the Issuer and Donald A. Foss (incorporated by reference to Exhibit 10.19 to the Issuer’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017). Amendment to Shareholder Agreement dated November 29, 2017, between the Issuer and Donald A. Foss (incorporated by reference to Exhibit 10.12 to the Issuer’s Annual Report on Form 10-K for the period ended December 31, 2017). SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: March 22, 2024 The Donald A. Foss 2009 Remainder Trust /s/ Allan V. Apple Name: Allan V. Apple Title: Co-Trustee The Donald A. Foss 2010 Remainder Trust /s/ Allan V. Apple Name: Allan V. Apple Title: Co-Trustee The Donald A. Foss 2010 Remainder Trust #2 /s/ Allan V. Apple Name: Allan V. Apple Title: Trustee The Donald A. Foss 2011 Remainder Trust FBO Robert S. Foss and Descendants /s/ Allan V. Apple Name: Allan V. Apple Title: Trustee Marital Trust U/A Donald A. Foss Trust January 16, 1981 /s/ Allan V. Apple Name: Allan V. Apple Title: Co-Trustee /s/ Allan V. Apple Name: Allan V. Apple EXHIBIT A JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them a statement on Schedule 13D (including amendments thereto, if any) with respect to the