Cars.com director awarded 18,267 RSUs

Ross Jenell reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Ross Jenell reported acquisition or exercise transactions in this Form 4 filing.

Cars.com Inc. director Ross Jenell reported a stock-based compensation grant of 18,267 restricted stock units (RSUs), each representing one share of common stock, under the company’s Omnibus Incentive Compensation Plan. Following this award, direct holdings total 87,745 shares, including RSUs, subject to vesting conditions.

Insider Trade Summary

Grant/Award: 18,267 shares

Grant/Award 1 txn

Insider Ross Jenell

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	18,267	$0.00	$0.00

Holdings After Transaction: Common Stock — 87,745 shares (Direct)

Footnotes (2)

1. F1. Restricted stock units ("RSUs") granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting. Each RSU represents a right to receive one share of the Company's common stock.
2. F2. Includes RSUs.

Key Figures

RSUs granted: 18,267 units Grant price per share: $0.00 per share Shares after transaction: 87,745 shares +1 more

4 metrics

RSUs granted 18,267 units Restricted stock units granted as compensation

Grant price per share $0.00 per share Compensation grant, no cash paid by insider

Shares after transaction 87,745 shares Total direct holdings including RSUs after grant

Transaction code A Grant, award, or other acquisition of common stock

Key Terms

Restricted stock units ("RSUs"), Omnibus Incentive Compensation Plan, RSUs

3 terms

Restricted stock units ("RSUs") financial

"Restricted stock units ("RSUs") granted under the Cars.com Inc. ..."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

Omnibus Incentive Compensation Plan financial

"granted under the Cars.com Inc. (the "Company") 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.

RSUs financial

"Each RSU represents a right to receive one share of the Company's common stock."

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

FAQ

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

What insider transaction did Cars.com (CARS) director Ross Jenell report?

Cars.com director Ross Jenell reported receiving 18,267 restricted stock units (RSUs) as a stock-based compensation grant. The RSUs were awarded under the Cars.com Inc. Omnibus Incentive Compensation Plan and will vest over time according to the plan’s terms.

How many Cars.com (CARS) shares does Ross Jenell hold after this Form 4?

After the reported grant, Ross Jenell holds 87,745 shares of Cars.com common stock, including RSUs. This figure reflects direct ownership reported in the Form 4 and incorporates the newly granted RSUs that are subject to vesting conditions.

Was the Cars.com (CARS) RSU grant to Ross Jenell an open-market purchase?

The transaction was not an open-market purchase. It was coded as a grant or award (transaction code A), meaning the 18,267 RSUs were granted as compensation at no cash cost per share, rather than bought on the open market.

What does each RSU granted to Ross Jenell by Cars.com (CARS) represent?

Each RSU granted to Ross Jenell represents the right to receive one share of Cars.com common stock. According to the footnote, these RSUs are subject to vesting conditions under the company’s Omnibus Incentive Compensation Plan before shares are actually delivered.

Are the RSUs granted to Cars.com (CARS) director Ross Jenell subject to vesting?

Yes. The footnotes state that the restricted stock units granted to Ross Jenell are subject to vesting under the Cars.com Inc. Omnibus Incentive Compensation Plan. Actual shares of common stock are issued only as the RSUs vest over time.

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

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Accepted by SEC EDGAR 06/09/2026 - 05:00 PM EDT 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^*

Ross Jenell

(Last) (First) (Middle)

C/O CARS.COM INC.

300 S. RIVERSIDE PLAZA, SUITE 1100

(Street)

CHICAGO ILLINOIS 60606

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cars.com Inc. [ CARS ]

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)
06/05/2026

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
Common Stock	06/05/2026		A		18,267(1)	A	$0	87,745(2)	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. Restricted stock units ("RSUs") granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting. Each RSU represents a right to receive one share of the Company's common stock.

2. Includes RSUs.

	/s/Angelique Strong Marks, as Attorney-in-Fact for Jenell R. Ross	06/09/2026
	** 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)