CARG Form 4: Elshareef Ismail sells 1,360 shares for tax withholding

Rhea-AI Filing Summary

CarGurus, Inc. director and Chief Product Officer Elshareef Ismail reported a sale of 1,360 shares of Class A Common Stock on 10/01/2025 at a price of $37.55 per share. The filing states these shares were withheld to satisfy tax withholding upon vesting of restricted stock units. After the reported transaction, the reporting person beneficially owned 99,435 shares, held directly. The Form 4 was signed via attorney-in-fact on 10/02/2025.

Positive

• Timely disclosure of insider transaction on Form 4 enhances transparency
• Sale tied to tax withholding for vested RSUs (administrative, not opportunistic market sale)

Negative

• Insider holdings reduced by 1,360 shares to 99,435 shares
• Transaction value realized at $37.55 per share (could be viewed negatively by some investors)

Insights

Corporate Governance Analyst

Insider sold a small block following RSU vesting; filing shows tax withholding.

The report discloses a sale of 1,360 shares at $37.55 on 10/01/2025 that the filer explains were withheld to cover taxes on vested restricted stock units. This is an administrative disposal tied to compensation rather than an open-market trade.

Because the transaction reduces direct holdings to 99,435 shares, it is useful for transparency but does not, by itself, indicate a change in company control or a material shift in insider alignment.

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

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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).

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)
10/01/2025

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	10/01/2025		F(1)		1,360	D	$37.55	99,435	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.

	/s/ Suzanne Murray, as attorney-in-fact	10/02/2025
	** 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.
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FAQ

What did CarGurus insider Elshareef Ismail report on Form 4 (CARG)?

The Form 4 reports a sale of 1,360 Class A shares on 10/01/2025 at $37.55 per share, with holdings after the sale of 99,435 shares.

Why were the 1,360 shares sold according to the filing?

The filing states the shares were withheld to pay tax liability upon vesting of restricted stock units.

Who signed the Form 4 for Elshareef Ismail?

The Form 4 was signed by Suzanne Murray, as attorney-in-fact on 10/02/2025.

Did the Form 4 indicate any derivative transactions?

No. The filing only reports a non-derivative disposition of Class A common stock and lists no derivative transactions.

How does this transaction affect insider ownership percentage?

The filing shows direct beneficial ownership of 99,435 shares after the sale; the Form 4 does not state the ownership percentage.