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CarGurus, Inc. 8-K Filings

CARG NASDAQ

Every 8-K that CarGurus, Inc. (CARG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow CARG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CARG filings page.

Rhea-AI Summary

CarGurus, Inc. (CARG) appointed Matthew Mandel as Chief Financial Officer, principal financial officer, and principal accounting officer, effective October 19, 2026, succeeding CEO Jason Trevisan in his interim finance roles while Trevisan remains CEO. Mandel joins from Fleetio, where he served as CFO and COO, and previously held senior roles at Cometeer, Wayfair, Advent International, and Bain Capital.

Under his offer letter, Mandel will receive a $450,000 annual base salary, a target annual bonus of up to $450,000 (prorated for 2026), and a $250,000 cash sign-on bonus subject to 12‑month clawback conditions. He will also receive a one-time $15,000 payment for legal fees. On the start date, he is scheduled to receive $5,500,000 in RSUs under the company’s 2017 Omnibus Incentive Compensation Plan, vesting 25% after one year and quarterly over three subsequent years, with accelerated vesting on certain terminations following a Change of Control.

If terminated without Cause or he resigns for Good Reason, Mandel is eligible, subject to a release, for a lump-sum payment equal to nine months of base salary, any earned but unpaid prior-year bonus, and nine months of COBRA premiums, plus partial RSU vesting if such a termination occurs within his first year based on completed three‑month employment periods. His arrangements also include restrictive covenants, a Section 280G “best net” cutback, and the company’s standard indemnification agreement.

Rhea-AI Summary

CarGurus, Inc. amended its revolving credit facility, cutting aggregate commitments from $400.0 million to $200.0 million while extending the maturity from September 26, 2027 to August 6, 2031. The amendment also raises the Cash‑Capped Incremental Facility cap to the greater of $380.0 million and 100% of trailing four‑quarter consolidated EBITDA and adds an incurrence covenant requiring a Consolidated Total Gross Leverage Ratio at or below 6.25:1.00 for certain new debt.

For the quarter ended June 30, 2026, revenue from continuing operations was $251.0 million, up 13% year over year, with GAAP net income from continuing operations of $49.2 million and non‑GAAP Adjusted EBITDA from continuing operations of $84.7 million. Operating cash flow was $94.6 million and non‑GAAP free cash flow $87.7 million. Cash and cash equivalents were $122.1 million, a 36% decline from December 31, 2025, and the company repurchased $29.2 million of stock in Q2, bringing cumulative buybacks since December 2022 to over 30% of shares outstanding.

Total paying dealers reached 34,629, up 5% year over year, and consolidated QARSD rose 7% to $6,771. Management guided Q3 2026 revenue to $253.5–$258.5 million, non‑GAAP Adjusted EBITDA from continuing operations to $82.0–$90.0 million, and non‑GAAP EPS from continuing operations to $0.63–$0.69, with full‑year 2026 revenue growth of 10%–13% and a modest decline in Adjusted EBITDA margin.

Rhea-AI Summary

CarGurus, Inc. reported the results of its 2026 annual stockholder meeting held on June 3, 2026. Stockholders elected Class III directors Manik Gupta and Langley Steinert to terms ending in 2029, with Gupta receiving 177,165,895 votes for and Steinert receiving 187,011,461 votes for.

Stockholders also ratified Ernst & Young LLP as the independent registered public accounting firm for the year ending December 31, 2026, with 213,460,852 votes for and minimal opposition. In addition, a non-binding advisory vote approved 2025 compensation for named executive officers, with 195,635,270 votes for versus 11,812,537 against.

Rhea-AI Summary

CarGurus reported solid growth for the quarter ended March 31, 2026. Revenue from continuing operations reached $243.6 million, up 15% year over year, driven by both U.S. and international markets. GAAP net income from continuing operations was $32.2 million, down 23% with a 13% margin, largely reflecting $19.7 million of impairments recorded in the period.

On a non-GAAP basis, Adjusted EBITDA from continuing operations rose to $80.2 million, up 17%, with a 33% margin, and non-GAAP free cash flow was $63.2 million. The company repurchased $175 million of stock in the quarter, with total buybacks since December 2022 representing 29% of shares outstanding. Paying dealers grew to 34,596, up 7%, and consolidated QARSD increased 8% to $6,647.

For second quarter 2026, CarGurus guides total revenue to $247–$252 million and non-GAAP Adjusted EBITDA from continuing operations to $77.5–$85.5 million, with non-GAAP earnings per share from continuing operations of $0.57–$0.64. For full-year 2026, it targets revenue growth of 10–13% and a year-over-year decline of 1.5–2.5 percentage points in non-GAAP Adjusted EBITDA from continuing operations margin.

Rhea-AI Summary

CarGurus reported strong fourth-quarter and full-year 2025 results from continuing operations, alongside a major capital return and business refocus. Full-year revenue reached $906.98M, up 14%, while GAAP net income from continuing operations rose to $196.7M, a 53% increase. Non-GAAP Adjusted EBITDA from continuing operations was $319.0M, up 25%, reflecting very high gross margins around the low‑90% range.

The company repurchased approximately $350M of shares in 2025 and authorized a new $250.0M repurchase program for 2026, helping reduce diluted share count. Paying dealers grew to 34,409 as of December 31, 2025, with consolidated QARSD up 8%, indicating higher revenue per dealer.

CarGurus completed the wind-down of its CarOffer Transactions Business, which is now reported as discontinued operations, narrowing related losses versus 2024 and shifting to a single reportable segment. For 2026, management guides first-quarter revenue to $240.5M–$245.5M and non-GAAP Adjusted EBITDA from continuing operations to $72.0M–$80.0M, with full-year revenue expected to grow 10–13% and non-GAAP Adjusted EBITDA margin from continuing operations to decline modestly by 1.5–2.5% year over year.

Rhea-AI Summary

CarGurus, Inc. furnished an update on its business by announcing financial results for the quarter ended September 30, 2025. The company reported these quarterly results in a press release dated November 6, 2025, which is attached as Exhibit 99.1.

The information from the press release is provided under Item 2.02, Results of Operations and Financial Condition, and is treated as furnished rather than filed under securities laws, meaning it is not automatically subject to certain Exchange Act liabilities or incorporated into other securities filings unless specifically referenced.