CarGurus (CARG) awards 32,541 RSUs to General Counsel Javier Zamora

Rhea-AI Filing Summary

CarGurus, Inc. reported that its General Counsel and Secretary, Javier Zamora, acquired 32,541 shares of Class A common stock through a grant of restricted stock units (RSUs) at no cash cost per share. After this award, he holds 114,879 shares of Class A common stock in total.

Each RSU represents the right to receive one share of Class A common stock. Subject to his continued employment, 6.25% of the RSUs will vest on April 1, 2026, with additional 6.25% installments vesting on the first day of each three-month period thereafter until January 1, 2030. Vesting may be accelerated in connection with a Change of Control as defined in the company’s omnibus incentive compensation plan.

Insights

Equity Compensation Analyst

Routine RSU grant increases insider’s unvested equity stake over time.

The transaction is an award of 32,541 RSUs to General Counsel Javier Zamora, with no purchase price. This is standard equity compensation, aligning the executive’s incentives with long-term company performance rather than indicating an open-market buy or sell.

Vesting is spread from April 1, 2026 through January 1, 2030 in 6.25% quarterly installments, contingent on continued service, with possible acceleration upon a defined Change of Control. Subsequent filings may detail any vesting, forfeitures, or accelerated settlements under these terms.

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

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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^*

Zamora Javier

(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)
	General Counsel and Secretary

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)		32,541	A	$0	114,879	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 did CarGurus (CARG) General Counsel Javier Zamora report in this Form 4?

Javier Zamora reported receiving 32,541 restricted stock units (RSUs) of CarGurus Class A common stock. The award is compensation-based, carries no cash purchase price, and increases his total reported holdings to 114,879 Class A shares following the grant, subject to future vesting.

How many CarGurus (CARG) shares are included in Javier Zamora’s new RSU grant?

The award covers 32,541 restricted stock units, each representing one share of CarGurus Class A common stock. These units will convert into actual shares only as they vest over time, assuming Zamora continues his service with the company throughout the vesting schedule.

What is the vesting schedule for Javier Zamora’s CarGurus (CARG) RSUs?

The RSUs vest gradually: 6.25% of the units vest on April 1, 2026, with 6.25% vesting on the first day of each subsequent three-month period. This continues until January 1, 2030, provided Zamora remains continuously employed by CarGurus throughout the vesting period.

Did Javier Zamora pay a purchase price for the newly granted CarGurus (CARG) shares?

No, the Form 4 shows a transaction price per share of $0.0000, indicating this is a compensation grant rather than an open-market purchase. The RSUs represent a contingent right to receive shares, subject to the specified vesting conditions over time.

Can Javier Zamora’s CarGurus (CARG) RSUs vest earlier than scheduled?

Yes, vesting may accelerate in connection with a Change of Control, as defined in CarGurus’ Omnibus Incentive Compensation Plan. Outside a qualifying Change of Control, the RSUs follow the regular schedule tied to Zamora’s continuous employment with the company.

How many CarGurus (CARG) Class A shares does Javier Zamora hold after this RSU grant?

Following the RSU award, the Form 4 reports that Javier Zamora beneficially owns 114,879 shares of CarGurus Class A common stock. This figure includes the newly granted RSUs, which will convert into shares only as they vest according to the plan’s schedule.