0001127602-22-026818.txt : 20221202 0001127602-22-026818.hdr.sgml : 20221202 20221202180308 ACCESSION NUMBER: 0001127602-22-026818 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221201 FILED AS OF DATE: 20221202 DATE AS OF CHANGE: 20221202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sarnoff Dafna CENTRAL INDEX KEY: 0001897130 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38233 FILM NUMBER: 221443234 MAIL ADDRESS: STREET 1: C/O CARGURUS, INC. STREET 2: 2 CANAL PARK, 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02141 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CarGurus, Inc. CENTRAL INDEX KEY: 0001494259 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 043843478 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2 CANAL PARK STREET 2: 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02141 BUSINESS PHONE: 617 354 0068 MAIL ADDRESS: STREET 1: 2 CANAL PARK STREET 2: 4TH FLOOR CITY: CAMBRIDGE STATE: MA ZIP: 02141 FORMER COMPANY: FORMER CONFORMED NAME: Cargurus LLC DATE OF NAME CHANGE: 20100615 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2022-12-01 0001494259 CarGurus, Inc. CARG 0001897130 Sarnoff Dafna 2 CANAL PARK 4TH FLOOR CAMBRIDGE MA 02141 1 Chief Marketing Officer Class A Common Stock 2022-12-01 4 F 0 3971 13.08 D 40076 D Shares withheld for payment of tax liability upon vesting of restricted stock units ("RSUs"). The Reporting Person previously reported a prior award of performance-based RSUs in Table II of the Form 4 filed by the Reporting Person on December 9, 2021 (the "Prior Form 4"). These awards were amended by the Compensation Committee of the Issuer's Board of Directors on February 8, 2022 to revise the vesting terms thereunder from performance-based to time-based and therefore are being moved to Table I, consistent with prior grants of time-based RSUs by the Issuer to the Reporting Person. The total reported in Column 5 of this Form 4 includes the 14,682 time-based RSUs previously reported as performance-based RSUs in Table II of the Prior Form 4. Due to a 1000 character limit, Footnote 3 is a continuation of Footnote 2: Each such RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. Subject to the Reporting Person's continuous service as an employee of the Issuer, 25% of the RSUs will vest on December 1, 2022 and 6.25% of the RSUs will vest on the last day of each three-month period thereafter until December 1, 2025. Such vesting may be accelerated in connection with a Change of Control (as defined in the Issuer's Omnibus Incentive Compensation Plan). /s/ Josh Goldstein, as attorney-in-fact 2022-12-02