SEC Form 4 · accession 0001494259-26-000047
CarGurus, Inc. · CARG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Langley Steinert
Officer — Executive Chair · Director · 10% Owner
Period of report
Jun 9, 2026
Accepted (ET)
Jun 10, 2026 · 4:30 pm EDT
Rule 10b5-1 plan
box not checked
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 StockF1 | Jun 9, 2026 | C | 377,639 | $0.00 | A | 909,790 | D | |
| Class A Common StockF1,F2 | Jun 9, 2026 | C | 74,998 | $0.00 | A | 75,000 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1,F3 | — | Jun 9, 2026 | C | 377,639 | D | — | — | Class A Common Stock | 377,639 | 12,144,424 | D |
| Class B Common StockF1,F2,F3 | — | Jun 9, 2026 | C | 74,998 | D | — | — | Class A Common Stock | 74,998 | 1,618,021 | I |
Explanation of responses
- F1Represents the conversion of Class B Common Stock into Class A Common Stock at the Reporting Person's election.
- F2These 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.
- F3Each 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 and any Family Member or 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.