CarGurus director granted 7,339 RSUs

Conine Steven reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Conine Steven reported acquisition or exercise transactions in this Form 4 filing.

CarGurus, Inc. director Steven Conine received an equity award of 7,339 shares of Class A Common Stock in the form of restricted stock units. The RSUs carry no purchase price and each unit represents the right to receive one share upon vesting.

The award will vest 100% on the first anniversary of the grant date if he continues serving as a director, with potential acceleration upon a Change in Control under the company’s Omnibus Incentive Compensation Plan. Following this grant, he holds 60,389 shares directly.

Insider Trade Summary

Grant/Award: 7,339 shares

Grant/Award 1 txn

Insider Conine Steven

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	7,339	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 60,389 shares (Direct)

Footnotes (1)

1. F1. 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 a director of the Issuer, 100% of the RSUs will vest on the first anniversary of the grant date. Such vesting may be accelerated in connection with a Change in Control (as defined in the Issuer's Omnibus Incentive Compensation Plan).

Key Figures

RSU grant size: 7,339 shares Grant price per share: $0.00 per share Shares after transaction: 60,389 shares +1 more

4 metrics

RSU grant size 7,339 shares Restricted stock units awarded to director

Grant price per share $0.00 per share Compensation grant, no purchase price

Shares after transaction 60,389 shares Total Class A shares beneficially held directly after award

Vesting schedule 100% after 1 year RSUs vest on first anniversary of grant date

Key Terms

restricted stock units, Change in Control, Omnibus Incentive Compensation Plan, beneficially held

4 terms

restricted stock units financial

"Represents shares issuable upon settlement of restricted stock units ("RSUs") granted to the Reporting Person."

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.

Change in Control financial

"Such vesting may be accelerated in connection with a Change in Control (as defined in the Issuer's Omnibus Incentive Compensation Plan)."

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Omnibus Incentive Compensation Plan financial

"Change in Control (as defined in the Issuer's Omnibus Incentive Compensation Plan)."

An omnibus incentive compensation plan is a single, flexible program that lets a company grant different kinds of pay — such as cash bonuses, stock options, restricted stock, or performance awards — to employees, executives and directors. Investors care because the plan affects how much ownership can be given away (dilution), how much the company spends on pay, and whether executives’ goals are aligned with shareholders, much like a menu that decides what rewards staff can pick and how costly they are.

beneficially held financial

"total_shares_following_transaction": "60389.0000""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did CarGurus (CARG) report for Steven Conine?

CarGurus reported that director Steven Conine received 7,339 Class A Common Stock shares as a restricted stock unit grant. These shares were awarded at no cost and represent equity-based compensation tied to his continued board service with the company.

How many CarGurus (CARG) shares did Steven Conine hold after this Form 4 transaction?

After the restricted stock unit award, Steven Conine beneficially held 60,389 shares of CarGurus Class A Common Stock directly. This total includes the newly granted 7,339 RSUs that will convert into shares upon vesting if the service-based conditions are satisfied.

What are the vesting terms of Steven Conine’s RSU grant at CarGurus (CARG)?

The 7,339 RSUs granted to Steven Conine vest 100% on the first anniversary of the grant date, provided he remains a director. The company’s Omnibus Incentive Compensation Plan also allows possible vesting acceleration if a qualifying Change in Control event occurs.

Does Steven Conine pay a purchase price for his CarGurus (CARG) RSU award?

No purchase price is required for this award. The Form 4 shows a price per share of $0.00 for the 7,339 restricted stock units, reflecting that they are compensation-based equity grants rather than open-market purchases by the director.

How do Steven Conine’s RSUs convert into CarGurus (CARG) Class A shares?

Each restricted stock unit represents a contingent right to receive one share of CarGurus Class A common stock. When the RSUs vest according to the one-year schedule or accelerated terms, they settle in an equivalent number of shares, increasing his directly held stock.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/04/2026 - 04:36 PM Learn about SEC filing dates

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^*

Conine Steven

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/03/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/03/2026		A(1)		7,339	A	$0	60,389	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 a director of the Issuer, 100% of the RSUs will vest on the first anniversary of the grant date. Such vesting may be accelerated in connection with a Change in Control (as defined in the Issuer's Omnibus Incentive Compensation Plan).

	/s/ Suzanne Murray, as attorney-in-fact	06/04/2026
	** 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.
* Form 4: SEC 1474 (03-26)