4//SEC Filing
Welch Sarah Amory 4
Accession 0001127602-21-005502
CIK 0001494259other
Filed
Feb 11, 7:00 PM ET
Accepted
Feb 12, 5:20 PM ET
Size
10.9 KB
Accession
0001127602-21-005502
Insider Transaction Report
Form 4
CarGurus, Inc.CARG
Welch Sarah Amory
SVP, Consumer Marketing
Transactions
- Award
Class A Common Stock
2021-02-10+17,551→ 256,153 total - Award
Stock Option
2021-02-10+18,253→ 18,253 totalExercise: $35.61Exp: 2031-02-10→ Class A Common Stock (18,253 underlying) - Award
Performance-Based Restricted Stock Units
2021-02-10+8,775→ 8,775 totalExercise: $0.00→ Class A Common Stock (8,775 underlying)
Footnotes (4)
- [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, 6.25% of the RSUs will vest on April 1, 2021 and 6.25% of the RSUs will vest on the last day of each three-month period thereafter until January 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")).
- [F2]Subject to the Reporting Person's continuous service as an employee of the Issuer, 6.25% of the shares underlying the stock option will vest on April 1, 2021 and 6.25% of the shares underlying the stock option will vest on the last day of each three-month period thereafter until January 1, 2025. Such vesting may be accelerated in connection with a Change of Control (as defined in the 2017 Plan).
- [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, 2023 and December 31, 2024. 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.
Documents
Issuer
CarGurus, Inc.
CIK 0001494259
Entity typeother
Related Parties
1- filerCIK 0001718638
Filing Metadata
- Form type
- 4
- Filed
- Feb 11, 7:00 PM ET
- Accepted
- Feb 12, 5:20 PM ET
- Size
- 10.9 KB