SEC Form 4 · accession 0001104659-17-064286

CarGurus, Inc. · CARG

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Anastasios Parafestas

Director · 10% Owner

Period of report

Oct 25, 2017

Accepted (ET)

Oct 27, 2017 · 1:39 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001494259

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Oct 25, 2017	A	2,080	$0.00	A	102,080	D
Class A Common Stock^F2	holding	—	—		—	13,708,219	I	See footnote
Class A Common Stock^F3	holding	—	—		—	4,126,007	I	See footnote
Class A Common Stock^F4	holding	—	—		—	3,473,091	I	See footnote
Class A Common Stock^F5	holding	—	—		—	3,015,414	I	See footnote

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1Represents 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 Issuer's Class A Common Stock. Subject to the reporting person's continuous service as a director of the Issuer, the RSUs vest over two years, with 50% of the RSUs vesting on October 25, 2018 and 50% of the RSUs vesting on October 25, 2019. Such vesting may be accelerated in connection with a Change of Control (as defined in the Issuer's Omnibus Incentive Compensation Plan).
F2The shares are owned directly by Argonaut 22 LLC. Spinnaker Capital LLC is the Managing Member of Argonaut 22 LLC and Anastasios Parafestas, a director of the Issuer, is the Managing Member of Spinnaker Capital LLC. Anastasios Parafestas and Spinnaker Capital are indirect beneficial owners of the reported securities.
F3The shares are owned directly by Promerica Capital LLC. Anastasios Parafestas has sole voting and investment power with respect to the shares held by Promerica Capital LLC and is an indirect beneficial owner of such shares.
F4The shares are owned directly by GC Holdings Investors LLC. Anastasios Parafestas has sole voting and investment power with respect to the shares held by GC Holdings Investors LLC and is an indirect beneficial owner of such shares.
F5The shares are owned directly by The RWS 2006 Family Trust. Anastasios Parafestas is a co-trustee of The RWS 2006 Family Trust and may be deemed to be an indirect beneficial owner of the shares held by The RWS 2006 Family Trust. Anastasios Parafestas expressly disclaims beneficial ownership of the shares held by The RWS 2006 Family Trust and this report shall not be deemed an admission that the reporting person is a beneficial owner of such securities for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.