美国汽车行美股招股说明书(2026-04-10版)

AMERICA’S CAR-MART,INC. 937,487 Shares of Common Stock Underlying Warrants This prospectus supplement updates and supplements the prospectus, dated January16, 2026 (the “Prospectus”), which formsa part of our registration statement on FormS-1 (No.333-292641). This prospectus supplement is being filed to update andsupplement the information in the Prospectus with the information contained in our current report on Form8-K, filed with the The Prospectus and this prospectus supplement relate to the resale from time to time by the selling stockholders named in the“Selling Stockholders” section of the Prospectus (the “Selling Stockholders”) of up to 937,487 shares of Common Stock, par value$0.01 per share, of America’s Car-Mart,Inc. issuable upon the exercise of the warrants (the “Warrant Shares”). The SellingStockholders may resell the Warrant Shares in the manner and on the terms described under “Plan of Distribution” in the Prospectus,including at fixed prices, market prices prevailing at the time of sale, at varying prices determined at the time of sale or at negotiated We will not receive any proceeds from the sale or other disposition of the Warrant Shares by the Selling Stockholders. See thesections of the Prospectus titled “Use of Proceeds” and “Plan of Distribution” for additional information. This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and maynot be delivered or utilized except in combination with, the Prospectus. This prospectus supplement is qualified by reference to the Our Common Stock is listed on The Nasdaq Global Select Market (“Nasdaq”) under the symbol “CRMT.” On April8, 2026,the last reported sale price of our Common Stock was $12.93 per share. Investing in our Common Stock involves risks. You should review carefully the risks and uncertainties described in thesection titled “Risk Factors” beginning on page5 of the Prospectus. Neither the Securities and Exchange Commission nor any state or other securities commission has approved ordisapproved of these securities or passed upon the adequacy or accuracy of the Prospectus or this prospectus supplement. Any The date of this prospectus supplement isApril10, 2026. CURRENT REPORT Securities registered pursuant to Section12(b)of the Act: Item 2.05 Costs Associated with Exit or Disposal Activities. On April7, 2026, the Board of Directors of America’s Car-Mart,Inc. (the “Company”) approved the closure of 42 of theCompany’s 136 dealership locations and a reduction of associated support staff. The Company’s capital structure strategy has centered on replacing an inefficient asset-based lending facility with a termloan, establishing a non-recourse revolving warehouse credit facility, and continuing to access the asset-backed securitization markets.While the Company successfully executed a $300 million senior secured term loan in October2025 and completed its ninthsecuritization transaction through its ACM Auto Trust platform in December2025, alignment among all parties necessary to establisha warehouse facility has taken longer than anticipated. In the weeks following the Company’s third quarter fiscal year 2026 earningsannouncement, it became increasingly apparent that the path to aligning the necessary parties to secure a warehouse facility is less In connection with the closure plan, the Company expects to incur impairment and exit-related charges. As described in Item2.06 of this Current Report on Form8-K, the Company expects to record a non-cash impairment charge of approximately $14 millionrelated to assets at the closing locations. The Company also expects to incur cash charges related to employee separation costs and Following the closures, which are expected to be completed by April14, 2026, the Company will operate 94 dealershiplocations across 12 states. The Company will continue to monitor performance across its continuing store base and may further adjust Item 2.06 Material Impairments. On April7, 2026, in connection with the closure plan described in Item 2.05 of this Current Report on Form8-K, theCompany's management concluded that a material charge for impairment of assets is required under generally accepted accounting The Company estimates that it will record a non-cash impairment charge of approximately $14 million in connection withthese asset impairments. The Company expects to record this charge in the fourth quarter of fiscal year 2026 (quarter ending April30, Additional information regarding the closure plan and the anticipated charges, including the impairment charge describedabove, is set forth in Item 2.05 of this Current Report on Form8-K and is incorporated herein by reference. Item 7.01 Regulation FD Disclosure. A copy of a letter from Doug Campbell, President and Chief Executive Officer, dated April7, 2026, relating to theinformation described in Item 2.05 is furnished as Exhibit99.1 to this report and is incorporated herein by refere