Form 4 for CARG CarGurus, Inc.
Accepted 2021-12-09 00:00:00 ET · period of report 2021-12-08 · accession 0001127602-21-030670 · 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 | 2021-12-09 | 2021-12-08 | CARG | Sarnoff Dafna | CMO | A - Grant | $0.00 | +29.4K | 29.4K | New | $0 |
| DM | 2021-12-09 | 2021-12-08 | CARG | Sarnoff Dafna | CMO | A - Grant | $0.00 | +45.8K | 31.1K | New | $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 | 2021-12-08 | A | A | 29,365 | $0.00 | 29,365 | D | — | — | (F1) Represents shares issuable upon settlement of restricted stock units ("RSUs") granted to the Reporting Person. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. Subject to the Reporting Person's continuous service as an employee of the Issuer, 25% of the RSUs will vest on December 1, 2022 and 6.25% of the RSUs will vest on the last day of each three-month period thereafter until December 1, 2025. Such vesting may be accelerated in connection with a Change of Control (as defined in the Issuer's Omnibus Incentive Compensation Plan (the "2017 Plan")). |
| 2 | Derivative | Performance-Based Restricted Stock Units | 2021-12-08 | A | A | 14,682 | $0.00 | 14,682 | D | $0.00 · — to — | 14,682 Class A Common Stock | (F3) Each performance-based RSU ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock, based on the Issuer's total shareholder return ("TSR") compared to pre-established relative TSR goals, based on the median TSR of the TSR of the companies that comprise the S&P 500 Index as of the day before the applicable performance period, that were set by the Compensation Committee of the Issuer's Board of Directors. The aggregate number of shares issued may range from zero (0) shares to 200% of the target number of shares reported in columns 7 and 9 of this report. (F4) Between zero (0) and 200% of one-half of the PSUs will vest, if at all, on each of December 31, 2024 and December 31, 2025. Such vesting may be accelerated in connection with a Change of Control (as defined in the 2017 Plan) or if the Reporting Person's service is terminated by the Issuer without Cause or by the Reporting Person for Good Reason (each as defined in the Reporting Person's PSU grant agreement). Any vested PSUs will settle within 60 days of the date of vesting. |
| 3 | Derivative | Stock Option | 2021-12-08 | A | A | 31,128 | $0.00 | 31,128 | D | $38.31 · — to 2031-12-08 | 31,128 Class A Common Stock | (F2) Subject to the Reporting Person's continuous service as an employee of the Issuer, 25% of the shares underlying the stock option will vest on December 1, 2022 and 6.25% of the shares underlying the stock option will vest on the last day of each three-month period thereafter until December 1, 2025. Such vesting may be accelerated in connection with a Change of Control (as defined in the 2017 Plan). |