UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On June 6, 2023, CarGurus, Inc. (the “Company”) held its 2023 annual meeting of stockholders (the “Annual Meeting”) to consider and vote on the three proposals set forth below, each of which is described in greater detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 26, 2023. The final voting results from the Annual Meeting are set forth below.
Proposal 1 – Election of Directors
The stockholders elected the nominee named below to serve as a Class III director for a term ending in 2026, or until his successor has been duly elected and qualified. The results of such vote were as follows:
| Director Name |
Votes For |
Votes Withheld |
Broker Non-Votes | |||
| Langley Steinert |
180,592,568 | 45,299,986 | 7,215,972 |
Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Ernst & Young LLP, an independent registered public accounting firm, as the Company’s independent auditors for the year ending December 31, 2023. The results of such vote were as follows:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 232,902,537 |
114,632 | 91,357 | 0 |
Proposal 3 – Non-binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers
The stockholders voted to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers. The results of such vote were as follows:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 201,423,105 |
24,367,219 | 102,230 | 7,215,972 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| CARGURUS, INC. | ||||||
| Date: June 7, 2023 | By: | /s/ Javier Zamora | ||||
| Name: Javier Zamora | ||||||
| Title: General Counsel & Corporate Secretary | ||||||