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): February 1314, 2023

IAA, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-38580	83-1030538
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Westbrook Corporate Center, Suite 500 Westchester, Illinois		60154
(Address of principal executive offices)		(Zip Code)

IAA, Inc.

~~(708)~~Two ~~492-7000~~Westbrook Corporate Center, Suite 500

~~(Registrant’s telephone number~~Westchester, ~~including~~Illinois ~~area code)~~60154

~~Check~~(Address ~~the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation~~ of ~~the~~principal ~~registrant~~executive offices ~~under~~and ~~any~~zip ~~of the following provisions (see General Instruction A.2 below~~code):

☐Registrant’s ~~Written~~telephone ~~communications~~number, ~~pursuant~~including toarea ~~Rule~~code: ~~425 under the Securities Act~~ (~~17 CFR 230.425~~708) 492-7000

☐Check ~~Soliciting~~the ~~material~~appropriate ~~pursuant~~box tobelow ~~Rule~~if ~~14a~~the Form 8-12K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the ~~Exchange~~following ~~Act~~provisions (17see ~~CFR~~General ~~240~~Instructions A.~~14a-12~~2. below):

☐¨ 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))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading symbol(s)	~~Trading~~Name ~~symbol~~of each exchange on which registered		~~Name of each exchange on which registered~~
Common Stock, par value $0.01 per share	IAA	~~IAA~~New York Stock Exchange		~~New York Stock Exchange~~

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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~~: ☐~~. ¨

Item 27.0201 ~~Results~~Regulation ofFull ~~Operations and Financial Condition~~Disclosure.

On February 1214, 2023, IAA, Inc. ~~issued~~(“IAA”) amade ~~press~~available an ~~release~~investor ~~announcing~~presentation ~~its~~regarding ~~preliminary~~the ~~financial~~previously ~~results~~announced ~~for~~acquisition of IAA by Ritchie Bros. Auctioneers Incorporated. A copy of the investor ~~fourth~~presentation ~~quarter~~is ~~and~~attached ~~full~~as ~~fiscal~~Exhibit ~~year~~99.1 ~~ended~~to this Current Report on Form 8-K. The information under this Item 7.01, including ~~January~~the investor presentation attached hereto as Exhibit 99.1, ~~2023~~is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such filing.

~~The~~Item ~~press~~9.01 ~~release,~~Financial ~~dated~~Statements ~~February 13, 2023, is attached to this Current Report on Form 8-K as Exhibit 99.1~~ and ~~is incorporated herein by reference~~Exhibits.

~~Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended~~ (~~the “Exchange Act”~~d), or otherwise subject to the liabilities of that section and shall not be incorporated by reference into any filing of IAA, Inc. under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in any such filing.Exhibits

Item 9.01 Financial Statements and Exhibits.

Exhibit No.		Description

99.1		Investor Presentation, dated as of February 14, 2023

104		The cover page of this Current Report on Form 8-K, formatted in inline XBRL

~~(d) Exhibits:~~SIGNATURES

Exhibit No.		Exhibit Description
99.1		Press Release, dated February 13, 2023, issued by IAA, Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

SIGNATURES

	IAA, INC.

Dated: February 14, 2023

	By:	/s/ Susan Healy
		Susan Healy
		Executive Vice President, Chief Financial Officer (Principal Financial Officer)

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.

		IAA, Inc.
		(Registrant)
Date:	February 13, 2023	By:	/s/ Susan Healy
			Susan Healy
			Executive Vice President, Chief Financial Officer
			(Principal Financial Officer)

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