Form Type: 4

SEC EDGAR Link
Acccession Number:0001127602-20-013310
Date:2020-04-03
Issuer: CARGURUS, INC. (CARG)
Original Submission Date:

Reporting Person:

CAPUTO THOMAS MICHAEL
2 CANAL PARK, 4TH FLOOR
CAMBRIDGE, MA 02141

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2020-04-03 F 4,646 d $15.93 225,159 direct
CLASS A COMMON STOCK 2020-04-03 M 8,248 a $0.00 229,805 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2020-04-03 deemed execution date M 8,248 (d) class b common stock 8,248 $0.00 24,744 direct
Footnotes
IDfootnote
f1 shares withheld for payment of tax liability upon vesting of restricted stock units ("rsus").
f2 represents the conversion of class b common stock into class a common stock at the reporting person's election.
f3 such rsus convert into shares of class b common stock on a one-for-one basis.
f4 each share of class b common stock is convertible into one share of class a common stock at the option of the holder and has no expiration date.
f5 on october 11, 2017, the reporting person was granted 132,000 rsus convertible into shares of class b common stock. the rsus are subject to a liquidity-based vesting requirement, which was satisfied in connection with the issuer's initial public offering, and a service-based vesting requirement. subject to the reporting person's continued employment, 25% of the rsus vested on january 4, 2018 and 6.25% of the rsus vest (or have vested, as applicable) on the last day of each three-month period thereafter until january 4, 2021. any vested rsus will settle within 60 days of the date of vesting.

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