STOCK TITAN

CarGurus (CARG) CMO uses 5,702 shares to cover RSU taxes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CarGurus, Inc. Chief Marketing Officer Dafna Sarnoff reported a routine share disposition related to taxes. On April 1, 2026, 5,702 shares of Class A Common Stock were withheld at $33.55 per share to pay tax liabilities upon vesting of restricted stock units. After this tax-withholding event, Sarnoff directly held 139,814 shares of CarGurus Class A Common Stock, indicating she retained a substantial equity position and did not execute an open-market sale.

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Insider Sarnoff Dafna
Role Chief Marketing Officer
Type Security Shares Price Value
Tax Withholding Class A Common Stock 5,702 $33.55 $191K
Holdings After Transaction: Class A Common Stock — 139,814 shares (Direct)
Footnotes (1)
  1. [object Object]
Shares withheld for taxes 5,702 shares Withheld on April 1, 2026 to cover RSU tax liability
Withholding price per share $33.55 per share Value used for 5,702 withheld shares
Shares held after transaction 139,814 shares Direct holdings of Dafna Sarnoff following tax withholding
Transaction code F Tax-withholding disposition related to RSU vesting
restricted stock units financial
"Shares withheld for payment of tax liability upon vesting of restricted stock units."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
Class A Common Stock financial
"security_title": "Class A Common Stock""
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
SEC Form 4
FORM 4UNITED 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*
Sarnoff Dafna

(Last)(First)(Middle)
1001 BOYLSTON STREET
16TH FLOOR

(Street)
BOSTON MASSACHUSETTS 02115

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CarGurus, Inc. [ CARG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Marketing Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026F(1)5,702D$33.55139,814D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares withheld for payment of tax liability upon vesting of restricted stock units.
/s/ Ariel Borgendale, as attorney-in-fact04/02/2026
** Signature of Reporting PersonDate
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)

FAQ

What insider transaction did CarGurus (CARG) report for Dafna Sarnoff?

CarGurus reported that Chief Marketing Officer Dafna Sarnoff had 5,702 Class A Common Stock shares withheld to cover tax liabilities on vested restricted stock units. This was a tax-withholding disposition, not an open-market purchase or sale of shares.

Was the CarGurus (CARG) insider transaction an open-market sale?

No, the transaction was not an open-market sale. The 5,702 shares were withheld by CarGurus to satisfy Sarnoff’s tax liability upon RSU vesting, a common administrative mechanism rather than a discretionary decision to sell shares in the market.

How many CarGurus (CARG) shares were withheld for taxes in this Form 4?

A total of 5,702 shares of CarGurus Class A Common Stock were withheld at $33.55 per share. These shares covered Chief Marketing Officer Dafna Sarnoff’s tax obligations triggered by the vesting of restricted stock units granted as part of her compensation.

What are Dafna Sarnoff’s CarGurus (CARG) holdings after the tax withholding?

Following the tax-withholding disposition, Dafna Sarnoff directly held 139,814 shares of CarGurus Class A Common Stock. This post-transaction balance shows she continues to maintain a significant equity stake in the company after satisfying her RSU-related tax obligations.

What does transaction code F mean in the CarGurus (CARG) Form 4?

Transaction code F indicates shares were used to pay an exercise price or tax liability. In this case, 5,702 shares were withheld to satisfy Dafna Sarnoff’s tax obligation when restricted stock units vested, rather than being sold in the open market for cash proceeds.

What role does Dafna Sarnoff hold at CarGurus (CARG) in this filing?

Dafna Sarnoff is identified as the Chief Marketing Officer of CarGurus, Inc. The Form 4 shows a tax-withholding disposition tied to her equity compensation, reflecting how executives often cover RSU-related tax liabilities using company shares instead of separate cash payments.