CarGurus (CARG) Chief Product Officer granted 58,574 RSUs in equity award

Rhea-AI Filing Summary

Elshareef Ismail reported acquisition or exercise transactions in this Form 4 filing.

CarGurus, Inc. reported that Chief Product Officer Elshareef Ismail received an equity award of 58,574 restricted stock units (RSUs) of Class A common stock at no cash cost. Each RSU represents a right to one share. Subject to his continued employment, 6.25% of the RSUs will vest on April 1, 2026, with an additional 6.25% vesting on the first day of each three-month period through January 1, 2030. The vesting schedule may accelerate in connection with a change of control under the company’s omnibus incentive compensation plan.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Elshareef Ismail

(Last) (First) (Middle)

1001 BOYLSTON STREET

16TH FLOOR

(Street)

BOSTON MA 02115

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CarGurus, Inc. [ CARG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Product Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/02/2026		A(1)		58,574	A	$0	150,396	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares issuable upon settlement of restricted stock units ("RSUs") granted to the Reporting Person. Each 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, 6.25% of the RSUs will vest on April 1, 2026 and 6.25% of the RSUs will vest on the first day of each three-month period thereafter until January 1, 2030. Such vesting may be accelerated in connection with a Change of Control (as defined in the Issuer's Omnibus Incentive Compensation Plan).

	/s/ Suzanne Murray, as attorney-in-fact	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CarGurus (CARG) report for Elshareef Ismail?

CarGurus reported that Chief Product Officer Elshareef Ismail received a grant of 58,574 restricted stock units of Class A common stock. These RSUs are part of his equity compensation and involve no cash purchase price, reflecting a non-cash award tied to service-based vesting.

How many CarGurus (CARG) shares are covered by Elshareef Ismail’s RSU grant?

The award covers 58,574 restricted stock units, each representing one share of CarGurus Class A common stock. The shares are not issued immediately; they will be delivered over time as the RSUs vest according to the defined quarterly vesting schedule through January 1, 2030.

What is the vesting schedule for Elshareef Ismail’s CarGurus (CARG) RSUs?

Vesting begins with 6.25% of the RSUs on April 1, 2026, then 6.25% on the first day of each three-month period. This continues until January 1, 2030, assuming Elshareef Ismail maintains continuous employment with CarGurus throughout the vesting timeframe.

Does Elshareef Ismail pay anything for his CarGurus (CARG) RSU award?

The RSU grant has a stated price of $0.00 per share, so there is no cash purchase required from Elshareef Ismail. Instead, he earns the shares over time as the restricted stock units vest, subject to his continued employment with CarGurus.

Can Elshareef Ismail’s CarGurus (CARG) RSUs vest faster than scheduled?

The filing states that vesting may be accelerated in connection with a Change of Control, as defined in CarGurus’ Omnibus Incentive Compensation Plan. This means certain corporate transactions could cause unvested RSUs to vest earlier than the regular quarterly schedule through January 1, 2030.

How many CarGurus (CARG) shares does Elshareef Ismail own after this RSU grant?

Following this award, the filing shows Elshareef Ismail holding 150,396 shares of CarGurus Class A common stock. This figure reflects his direct beneficial ownership as reported and includes the effect of the newly granted restricted stock units recorded in this transaction.