Form 4 for CARG CarGurus, Inc.
Accepted 2021-10-28 00:00:00 ET · period of report 2021-10-26 · accession 0001127602-21-027756 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-10-28 | 2021-10-26 | CARG | Steinert Langley | Executive COB, Dir, 10% | C - Cnv Deriv | $0.00 | +424.5K | 962.8K | +79% | $0 |
| DI | 2021-10-28 | 2021-10-26 | CARG | Steinert Langley | Executive COB, Dir, 10% | C - Cnv Deriv | $0.00 | +47.2K | 87.1K | +118% | $0 |
| D | 2021-10-28 | 2021-10-26 | CARG | Steinert Langley | Executive COB, Dir, 10% | C - Cnv Deriv | $0.00 | -424.5K | 14.15M | -3% | $0 |
| DI | 2021-10-28 | 2021-10-26 | CARG | Steinert Langley | Executive COB, Dir, 10% | C - Cnv Deriv | $0.00 | -47.2K | 1.85M | -2% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-10-26 | C | A | 424,497 | $0.00 | 962,800 | D See Footnote | — | — | (F1) Represents the conversion of Class B Common Stock into Class A Common Stock at the Reporting Person's election. (F2) These shares are owned directly by The Langley Steinert Irrevocable Family Trust dated June 21, 2004, of which the Reporting Person's children are the beneficiaries. The Reporting Person may be deemed to have indirect ownership over such shares, but expressly disclaims beneficial ownership of such shares. |
| 2 | Common | Class A Common Stock | 2021-10-26 | C | A | 47,172 | $0.00 | 87,073 | I | — | — | (F1) Represents the conversion of Class B Common Stock into Class A Common Stock at the Reporting Person's election. |
| 3 | Derivative | Class B Common Stock | 2021-10-26 | C | D | 424,497 | $0.00 | 14,150,887 | D See Footnote | — · — to — | 424,497 Class A Common Stock | (F1) Represents the conversion of Class B Common Stock into Class A Common Stock at the Reporting Person's election. (F2) These shares are owned directly by The Langley Steinert Irrevocable Family Trust dated June 21, 2004, of which the Reporting Person's children are the beneficiaries. The Reporting Person may be deemed to have indirect ownership over such shares, but expressly disclaims beneficial ownership of such shares. (F3) Each share of Class B Common Stock has no expiration date and is convertible into one share of Class A Common Stock at the option of the Reporting Person or automatically either upon the transfer of such share of Class B Common Stock, except for certain transfers described in the Issuer's amended and restated certificate of incorporation, or upon the date falling after the first to occur of the death of Langley Steinert, Langley Steinert's voluntary termination of all employment with the Issuer and service on the Issuer's board of directors or the sum of the number of shares of the Issuer's capital stock held by Langley Steinert, by any Family Member of Langley Steinert, and by any Permitted Entity of Langley Steinert (as such terms are defined in the Issuer's amended and restated certificate of incorporation), assuming the exercise and settlement in full of all outstanding options and convertible securities and calculated on an as-converted to Class A Common Stock basis, being less than 9,091,484 shares. |
| 4 | Derivative | Class B Common Stock | 2021-10-26 | C | D | 47,172 | $0.00 | 1,847,118 | I | — · — to — | 47,172 Class A Common Stock | (F1) Represents the conversion of Class B Common Stock into Class A Common Stock at the Reporting Person's election. (F3) Each share of Class B Common Stock has no expiration date and is convertible into one share of Class A Common Stock at the option of the Reporting Person or automatically either upon the transfer of such share of Class B Common Stock, except for certain transfers described in the Issuer's amended and restated certificate of incorporation, or upon the date falling after the first to occur of the death of Langley Steinert, Langley Steinert's voluntary termination of all employment with the Issuer and service on the Issuer's board of directors or the sum of the number of shares of the Issuer's capital stock held by Langley Steinert, by any Family Member of Langley Steinert, and by any Permitted Entity of Langley Steinert (as such terms are defined in the Issuer's amended and restated certificate of incorporation), assuming the exercise and settlement in full of all outstanding options and convertible securities and calculated on an as-converted to Class A Common Stock basis, being less than 9,091,484 shares. |