CarGurus (CARG) Chief Product Officer logs tax withholding and 10b5-1 share sale

Rhea-AI Filing Summary

CarGurus Chief Product Officer Elshareef Ismail reported two transactions in CarGurus Class A common stock. On 01/30/2026, 1,465 shares were withheld at $32.40 per share to cover tax obligations tied to vesting restricted stock units. On 02/02/2026, 1,645 shares were sold at $32.21 per share under a pre-arranged Rule 10b5-1 trading plan adopted by the executive. Following these transactions, Ismail directly owned 91,822 shares of CarGurus Class A common stock.

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
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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).

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^*

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)
01/30/2026

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	01/30/2026		F(1)		1,465	D	$32.4	93,467	D
Class A Common Stock	02/02/2026		S(2)		1,645	D	$32.21	91,822	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. 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-fact	02/03/2026
	** 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 transactions did CarGurus (CARG) report for Elshareef Ismail?

CarGurus reported two transactions by Chief Product Officer Elshareef Ismail: a tax withholding of 1,465 shares and an open market sale of 1,645 shares. Both involved Class A common stock at prices around the low $30s per share.

How many CarGurus (CARG) shares did Elshareef Ismail sell in this Form 4?

Elshareef Ismail sold 1,645 shares of CarGurus Class A common stock at $32.21 per share. This transaction was coded as a sale and was executed under a Rule 10b5-1 trading plan previously adopted by the executive.

Why were some CarGurus (CARG) shares withheld from Elshareef Ismail?

CarGurus withheld 1,465 shares of Class A common stock from Elshareef Ismail to satisfy tax liabilities upon vesting of restricted stock units. This is a common method for covering payroll taxes triggered when equity awards vest.

What is Elshareef Ismail’s remaining CarGurus (CARG) share ownership after these transactions?

After the reported transactions, Elshareef Ismail directly held 91,822 shares of CarGurus Class A common stock. This figure reflects both the tax withholding transaction and the subsequent Rule 10b5-1 sale reported in the Form 4.

Was the CarGurus (CARG) insider sale by Elshareef Ismail pre-planned?

Yes. The sale of 1,645 CarGurus Class A shares at $32.21 per share was executed under a Rule 10b5-1 trading plan. Such plans allow executives to schedule trades in advance under predetermined conditions.