Cars.com director granted 18,267 RSUs

Hale Thomas E reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Hale Thomas E reported acquisition or exercise transactions in this Form 4 filing.

Cars.com Inc. director Hale Thomas E received a grant of 18,267 restricted stock units (RSUs) of common stock on June 5, 2026. The RSUs were awarded at no cash cost and are subject to vesting conditions under the company’s Omnibus Incentive Compensation Plan. Following this grant, Hale directly holds 95,497 shares and RSUs in total, with each RSU representing the right to receive one share of Cars.com common stock.

Insider Trade Summary

Grant/Award: 18,267 shares

Grant/Award 1 txn

Insider Hale Thomas E

Role Director

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

Holdings After Transaction: Common Stock — 95,497 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

RSU grant size: 18,267 RSUs Post-transaction holdings: 95,497 shares/RSUs Grant price: $0.0000 per share

3 metrics

RSU grant size 18,267 RSUs Equity award on June 5, 2026

Post-transaction holdings 95,497 shares/RSUs Direct holdings after grant

Grant price $0.0000 per share No cash cost RSU award

Key Terms

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

3 terms

Restricted stock units ("RSUs") financial

"Restricted stock units ("RSUs") granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting."

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

"RSUs granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting."

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.

vesting financial

"Restricted stock units ("RSUs") granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What insider transaction did Cars.com (CARS) report for Hale Thomas E?

Cars.com reported that director Hale Thomas E received a grant of 18,267 restricted stock units of common stock. These RSUs were awarded as compensation and are subject to vesting, increasing his total direct holdings to 95,497 shares and RSUs.

How many shares does Hale Thomas E hold after this Cars.com (CARS) Form 4 filing?

After the reported grant, Hale Thomas E directly holds 95,497 shares and RSUs of Cars.com common stock. This total includes the newly granted 18,267 restricted stock units, each representing the right to receive one share upon vesting.

What type of equity award did Hale Thomas E receive from Cars.com (CARS)?

Hale Thomas E received restricted stock units, or RSUs, under the Cars.com Inc. Omnibus Incentive Compensation Plan. Each RSU represents a right to receive one share of Cars.com common stock, subject to vesting conditions specified in the award terms.

Did Hale Thomas E buy or sell Cars.com (CARS) shares in this Form 4?

The Form 4 shows an acquisition through a grant of 18,267 restricted stock units, not an open-market purchase or sale. The RSUs were awarded at no cash price as compensation and will convert to shares as they vest over time.

Are the Cars.com (CARS) RSUs granted to Hale Thomas E subject to vesting?

Yes, the restricted stock units granted to Hale Thomas E are subject to vesting conditions. According to the disclosure, the RSUs were issued under the Cars.com Inc. Omnibus Incentive Compensation Plan and each unit converts into one common share upon vesting.

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^*

Hale Thomas E

(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	95,497(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 Thomas E. Hale	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)