Securities to be offered to employees in employee benefit plans

Offerings

v3.25.4
Offerings - Offering: 1
Jan. 16, 2026
USD ($)
shares
$ / shares
Offering:  
Other Rule true
Security Type Equity
Security Class Title Common Stock, $0.001 par value per share, to be issued under the CarParts.com, Inc. 2016 Equity Incentive Plan
Amount Registered | shares 1,500,000
Proposed Maximum Offering Price per Unit | $ / shares 0.51985
Maximum Aggregate Offering Price $ 779,775
Fee Rate 0.01381%
Amount of Registration Fee $ 107.69
Offering Note
(1)
Pursuant to Rule 416(a), this registration statement covers, in addition to the number of shares of CarParts.com, Inc., a Delaware corporation (the “Company” or the “Registrant”), common stock, par value $0.001 per share (the “Common Stock”), stated above, options and other rights to purchase or acquire the shares of Common Stock covered by this registration statement and, pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), any shares of Common Stock that become issuable under the CarParts.com, Inc. 2016 Equity Incentive Plan (the “Plan”) by reason of any stock dividend, stock split, recapitalization or other similar transaction that results in an increase in the number of the Registrant’s outstanding shares of Common Stock.
(2)
Represents shares of Common Stock that were automatically added to the shares authorized for issuance under the Plan on January 1, 2026 pursuant to an “evergreen” provision contained in the Plan. Pursuant to such provision, on January 1 of each calendar year commencing in 2017 and ending on (and including) January 1, 2026, the number of shares authorized for issuance under the Plan is automatically increased by 1,500,000 shares; provided, that the Board of Directors of the Registrant may act prior to January 1st of a given year to provide that there will be no January 1st increase for such year or that the increase for such year will be a lesser number of shares of Common Stock than would otherwise occur.
(3)
Pursuant to Securities Act Rule 457(h), the maximum offering price, per share and in the aggregate, and the registration fee were calculated based upon the average of the high and low prices of the Common Stock on January 12, 2026, as quoted on the Nasdaq Capital Market.