Welcome to our dedicated page for Truecar SEC filings (Ticker: TRUE), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The TrueCar, Inc. (NASDAQ: TRUE) SEC filings page on Stock Titan brings together the company’s regulatory disclosures from the U.S. Securities and Exchange Commission, with AI-powered tools to help interpret key documents. As an automotive digital marketplace that connects car buyers and sellers with a nationwide network of Certified Dealers and powers auto-buying programs for more than 250 brands, TrueCar uses SEC filings to report material events, financial results and corporate transactions.
Recent Form 8-K filings provide detailed insight into TrueCar’s operations and strategic direction. For example, multiple 8-Ks describe the Agreement and Plan of Merger among TrueCar, Fair Holdings, Inc. and Rapid Merger Subsidiary, Inc., under which the merger subsidiary will merge with and into TrueCar, with TrueCar surviving as a wholly owned subsidiary of Fair Holdings. These filings outline the cash consideration of $2.55 per share, the equity commitment from Alpha Auto 2, LLC, voting and support agreements with significant stockholders, and the conditions required to close the transaction. A Form 8-K dated December 23, 2025 reports the voting results of the special meeting at which stockholders approved the merger proposal.
Other 8-K filings focus on TrueCar’s financial reporting cycle. The company furnishes press releases and stockholder letters announcing quarterly results, such as the Form 8-K filed November 5, 2025 that includes a press release on third quarter 2025 financial results, and the Form 8-K filed August 6, 2025 regarding second quarter 2025 results. These filings fall under Item 2.02 (Results of Operations and Financial Condition) and provide official context for the company’s earnings communications.
Additional 8-K and 8-K/A filings address executive changes and related compensation arrangements. For example, an August 29, 2025 Form 8-K and a September 5, 2025 Form 8-K/A describe the termination of the company’s Chief Revenue Officer and a subsequent separation and release agreement, including severance benefits consistent with a prior employment agreement.
On Stock Titan, users can review these TrueCar filings alongside AI-generated summaries that explain the significance of each document in straightforward language. This includes highlighting the main terms of merger-related filings, summarizing quarterly earnings 8-Ks, and clarifying executive compensation and governance disclosures. The platform also tracks new filings in near real time as they are posted to EDGAR, helping users follow developments such as the progress of the Fair Holdings merger, future proxy materials, and any subsequent 10-K, 10-Q or Form 4 insider transaction reports that TrueCar may file.
TrueCar, Inc. reported an insider transaction by an executive officer who serves as EVP, General Counsel & Secretary. On 12/15/2025, the officer had 9,661 shares of common stock withheld at $2.14 per share. This withholding was used to satisfy the officer's tax liability arising from the vesting of restricted stock units.
After this tax-related withholding, the officer directly beneficially owns 466,428 shares of TrueCar common stock. The filing indicates this is a routine equity compensation and tax settlement event rather than an open-market purchase or sale.
TrueCar, Inc.'s president and CEO, who is also a director, reported a transaction in the company’s common stock on 12/15/2025. The filing shows that 29,493 shares of common stock were disposed of at $2.14 per share under transaction code F, which indicates shares were withheld rather than sold on the market. According to the explanation, these shares were withheld to satisfy the reporting person’s tax liability in connection with the vesting of restricted stock units.
After this withholding, the reporting person beneficially owned 1,748,286 shares of TrueCar common stock, held in direct ownership.
TrueCar, Inc. has filed an update about its proposed merger with Fair Holdings, Inc. affiliates. The company previously entered into a Merger Agreement under which a subsidiary of Fair Holdings will merge with TrueCar, leaving TrueCar as a wholly owned subsidiary of Fair Holdings led by founder Scott Painter and backed by Alpha Auto 2, LLC. Stockholders are scheduled to vote on the Merger Agreement at a special meeting on December 22, 2025.
The new disclosure focuses on a Voting and Support Agreement with Auto Holdings, LLC, an affiliate of AutoNation, Inc. Based on its most recent Schedule 13D, Auto Holdings beneficially owned 5,370,000 TrueCar shares, about 6.0% of the common stock, and has agreed, subject to conditions, to vote all shares it held as of the November 13, 2025 record date in favor of approving and adopting the Merger Agreement. The report also notes that proxy materials and related SEC filings describe forward-looking statements and risks, including that the Merger may not be completed in a timely manner or at all.
TrueCar, Inc. has called a virtual special stockholder meeting on December 22, 2025 to vote on a proposed cash merger with Fair Holdings, Inc. Under the Merger Agreement, Rapid Merger Subsidiary will merge into TrueCar, and each issued and outstanding share of TrueCar Common Stock (with limited exceptions) will be converted into the right to receive $2.55 per share in cash, without interest and subject to withholding taxes.
The transaction would take TrueCar private, with the surviving corporation becoming a wholly owned subsidiary of Fair Holdings, which is affiliated with founder Scott Painter and backed by Alpha Auto 2, LLC. TrueCar’s board unanimously determined the deal is fair and in the best interests of stockholders, received a fairness opinion from Morgan Stanley, and recommends voting FOR the merger, the advisory compensation vote, and a potential adjournment. Equity awards will be cashed out or converted into cash-based awards, and stockholders who do not vote in favor may seek appraisal rights under Delaware law. If the merger closes, TrueCar’s stock will be delisted from Nasdaq and deregistered.
TrueCar, Inc. plans to go private via a merger with Fair Holdings, Inc., led by founder Scott Painter. At closing, each share of Common Stock will be converted into the right to receive $2.55 in cash, without interest, excluding rollover, treasury, subsidiary-held, and properly perfected appraisal shares.
Stockholders will vote at a virtual special meeting to approve and adopt the Merger Agreement, a non-binding advisory vote on merger-related executive compensation, and a possible adjournment. The Board unanimously recommends FOR all proposals. Approval of the merger requires a majority of outstanding shares entitled to vote. Appraisal rights are available under Section 262 of the DGCL.
Financing to complete the transaction is expected to total about $248 million, supported by a $164 million equity commitment from Alpha Auto 2, LLC, a $15 million deposit, Company cash on hand, and at least $60 million in additional equity or debt. Termination provisions include an $8 million termination fee (reduced to $4 million in specified cases) and a $15 million parent termination fee payable to TrueCar upon defined failures. Following completion, TrueCar’s shares will be delisted from Nasdaq and deregistered. The outside date is February 28, 2026.
TrueCar, Inc. reported Q3 results and detailed a pending sale. For the quarter ended September 30, 2025, revenue was $43.2 million versus $46.5 million a year ago. The company posted net income of $5.0 million compared with a $5.8 million loss last year, primarily reflecting $11.4 million recorded in other income from a finalized class-action settlement with CDK.
Year to date, revenue reached $135.0 million (up from $129.4 million), with a $12.8 million net loss improving from $25.2 million last year. Operating cash flow was $2.0 million for the nine months. Cash and cash equivalents were $103.2 million, stockholders’ equity $114.2 million.
As a subsequent event, TrueCar entered a Merger Agreement on October 14, 2025 to be acquired by Fair Holdings for $2.55 per share in cash, subject to stockholder approval and customary conditions. Termination provisions include potential fees up to $15.0 million payable by the buyer in certain cases and $4.0–$8.0 million by the company in others.
TrueCar, Inc. reported that it announced financial results for the fiscal quarter ended September 30, 2025, and furnished the full press release as Exhibit 99.1. The disclosure is provided under Item 2.02 and, along with the exhibit, is furnished rather than filed under the Exchange Act.
TrueCar entered into a definitive merger agreement to be acquired by Fair Holdings, led by founder Scott Painter. At closing, each share of TrueCar common stock will be converted into the right to receive $2.55 in cash per share, excluding rollover, dissenting and certain affiliated shares.
The deal is backed by a $164,000,000 equity commitment from Alpha Auto 2 and a $15,000,000 deposit already funded to TrueCar, with remaining funds expected from company cash and additional equity financing. An initial 30‑day go‑shop runs through November 13, 2025, permitting solicitation of superior proposals under specified terms.
Termination economics include a company fee of $4,000,000 in certain early superior‑proposal scenarios and otherwise $8,000,000; a $15,000,000 parent termination fee would be satisfied by TrueCar’s retention of the deposit. Support agreements cover holders beneficially owning about 3.9% (management) and 21.1% (Caledonia) of outstanding shares. Upon closing, TrueCar will be delisted from Nasdaq. Unvested RSUs convert into cash-based awards that vest on their original schedules; out‑of‑the‑money options and certain PSUs are canceled.
TrueCar (TRUE) reported an insider transaction by its Chief Financial Officer. On 10/15/2025, the CFO had 2,752 shares of common stock withheld at $1.48 per share to satisfy taxes related to the vesting of restricted stock units (transaction code F).
Following this administrative withholding, the officer beneficially owns 348,180 shares, held directly. This filing reflects tax settlement mechanics tied to equity compensation rather than an open‑market sale.
TrueCar (TRUE) reported an insider transaction by its Chief Operating Officer. On 10/15/2025, 3,289 shares of common stock were withheld at $1.48 under transaction code F to satisfy taxes related to the vesting of restricted stock units, as stated in the filing’s explanation. After this withholding, the reporting person beneficially owned 349,333 shares, held directly.