AMERICAS CARMART INC
Items (3)
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 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. By: /s/ Jonathan Collins Jonathan Collins Chief Financial Officer