TRUE Form 4: Ku Jay RSU Tax Withholding Reduces Holdings to 279,257

Rhea-AI Filing Summary

TrueCar, Inc. (TRUE) Form 4 filing reports that Ku Jay, the company's Chief Revenue Officer, had 1,780 shares of common stock withheld at a price of $1.86 per share on 08/15/2025 to satisfy tax obligations related to the vesting of restricted stock units. After the withholding, the reporting person beneficially owned 279,257 shares. The filing was signed by an attorney-in-fact on behalf of the reporting person.

Positive

• Disclosure compliance: The filing transparently reports the RSU tax-withholding transaction as required under Section 16.
• Substantial post-transaction ownership: Reporting person retains 279,257 shares, indicating continued alignment with shareholders.

Negative

• Reduction in holdings: 1,780 shares were disposed of (withheld) which slightly reduces the officer's share count.
• Low execution price: The withholding occurred at $1.86 per share, reflecting the tax withholding valuation at vesting.

Insights

Financial Analyst

TL;DR: Officer withheld a small number of RSU shares for taxes; remaining ownership stays substantial.

The transaction is routine: 1,780 shares were withheld to cover taxes upon RSU vesting, executed at $1.86 per share. The post-transaction beneficial ownership of 279,257 shares remains material for an officer but represents an internal tax settlement rather than an outright sale for liquidity or disposition. No derivative transactions or additional disclosures were reported.

Corporate Governance Expert

TL;DR: This is a standard tax-withholding event tied to equity compensation, disclosed as required under Section 16.

The Form 4 properly documents the withholding to satisfy tax liabilities from vested RSUs and identifies the reporting person as Chief Revenue Officer. The filing includes a Power of Attorney signature, which is an acceptable procedural practice. There are no indications of unusual governance concerns or related-party transactions in this filing.

08/15/2025 - 05:55 PM

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).

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^*

Ku Jay

(Last) (First) (Middle)

C/O TRUECAR, INC.

225 SANTA MONICA BLVD, 12TH FLOOR

(Street)

SANTA MONICA CA 90401

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
TrueCar, Inc. [ TRUE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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
Common Stock	08/15/2025		F		1,780(1)	D	$1.86	279,257	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. The reported securities were withheld to satisfy the Reporting Person's tax liability in connection with the vesting of restricted stock units.

Remarks:

	/s/ Scott Watkinson, by Power of Attorney	08/15/2025
	** 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.
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 did Ku Jay report on the TrueCar (TRUE) Form 4?

The Form 4 reports that 1,780 common shares were withheld to satisfy tax liabilities from vested RSUs, reducing holdings to 279,257 shares.

When was the reported transaction for TRUE executed?

The transaction date reported is 08/15/2025.

At what price were the shares withheld on the TRUE Form 4?

The withholding was recorded at a price of $1.86 per share.

What is the reporting person’s role at TrueCar in this filing?

The reporting person, Ku Jay, is identified as the company’s Chief Revenue Officer.

Why were the shares withheld according to the Form 4?

The filing explains the shares were withheld to satisfy the reporting person’s tax liability in connection with RSU vesting.

Who signed the Form 4 for the reporting person?

The form was signed by Scott Watkinson by Power of Attorney on behalf of the reporting person on 08/15/2025.