STOCK TITAN

CarGurus (CARG) Chief People Officer logs RSU tax withholdings and 2,499-share sale

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

CarGurus, Inc. Chief People Officer Jennifer Ladd Hanson reported routine share activity involving restricted stock units and a small open-market sale. On June 30 and July 1, a total of 2,231 shares of Class A Common Stock were withheld to cover tax liabilities upon RSU vesting at prices around $34–$35 per share. She also completed an open-market sale of 2,499 shares on July 1 at $34.56 per share under a pre-arranged Rule 10b5-1 trading plan. Following these transactions, she directly holds 91,702 shares of CarGurus Class A Common Stock.

Positive

  • None.

Negative

  • None.
Insider Hanson Jennifer Ladd
Role Chief People Officer
Sold 2,499 shs ($86K)
Type Security Shares Price Value
Sale Class A Common Stock 2,499 $34.56 $86K
Tax Withholding Class A Common Stock 1,192 $35.14 $42K
Tax Withholding Class A Common Stock 1,039 $34.09 $35K
Holdings After Transaction: Class A Common Stock — 92,894 shares (Direct, null)
Footnotes (1)
  1. Shares withheld for payment of tax liability upon vesting of restricted stock units. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
Open-market shares sold 2,499 shares Class A Common Stock sale at $34.56 per share on July 1, 2026
Sale price $34.56/share Open-market sale of 2,499 Class A shares
RSU tax-withholding shares 2,231 shares Shares withheld for tax liabilities on June 30 and July 1, 2026
Tax-withholding prices $34.09–$35.14/share F-coded dispositions tied to RSU vesting
Shares held after transactions 91,702 shares Direct holdings of Class A Common Stock following latest reported transaction
Net open-market direction 2,499 shares sold Net buy/sell shares in transaction summary marked net-sell
restricted stock units financial
"Shares withheld for payment of tax liability upon vesting of restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 10b5-1 trading plan regulatory
"This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition for F-coded transactions"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
open-market sale financial
"transaction_action: open-market sale for the S-coded transaction"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
Class A Common Stock financial
"security_title: Class A Common Stock for all reported transactions"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
X
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*
Hanson Jennifer Ladd

(Last)(First)(Middle)
1001 BOYLSTON STREET, 16TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02115

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CarGurus, Inc. [ CARG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief People Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock06/30/2026F(1)1,039D$34.0995,393D
Class A Common Stock07/01/2026S(2)2,499D$34.5692,894D
Class A Common Stock07/01/2026F(1)1,192D$35.1491,702D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares withheld for payment of tax liability upon vesting of restricted stock units.
2. This sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person.
/s/ Suzanne Murray, as attorney-in-fact07/02/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did CarGurus (CARG) report for Jennifer Ladd Hanson?

CarGurus Chief People Officer Jennifer Ladd Hanson reported tax-related share withholdings and a small open-market sale. Two transactions withheld 2,231 shares for RSU tax liabilities, and one sale disposed of 2,499 Class A shares on the open market at $34.56 per share.

How many CarGurus (CARG) shares did Jennifer Ladd Hanson sell on the open market?

She sold 2,499 shares of CarGurus Class A Common Stock in an open-market transaction. The sale occurred at a price of $34.56 per share and was executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted by the reporting person.

Does the CarGurus (CARG) Form 4 indicate use of a Rule 10b5-1 trading plan?

Yes. The Form 4 footnotes state that the 2,499-share open-market sale was effected pursuant to a Rule 10b5-1 trading plan. Such plans pre-schedule trades, making the timing more routine and less indicative of discretionary market timing by the insider.

How many CarGurus (CARG) shares does Jennifer Ladd Hanson hold after these transactions?

After the reported transactions, Jennifer Ladd Hanson directly holds 91,702 shares of CarGurus Class A Common Stock. This figure reflects her remaining position following the RSU-related tax withholdings and the 2,499-share open-market sale disclosed in the Form 4.