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CarGurus, Inc. 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and CarGurus, Inc.’s Form 8-K, filed 2026-06-04 (Item 5.07 on EDGAR). Page generated 04 October 2026.

5Ballot items
378Asset managers
2,001Fund votes
2026-06-03Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore CarGurus, Inc. in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by CarGurus, Inc.

These tallies are CarGurus, Inc.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2026-06-04 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

CarGurus, Inc. — official shareholder meeting results, meeting held 2026-06-03
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Manik Gupta	177,165,895	--	--	30,312,145	6,352,686	Majority: yes
Elect Director: Langley Steinert	187,011,461	--	--	20,466,579	6,352,686	Majority: yes
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	213,460,852	345,220	24,654	--	0	Majority: yes
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 for 2025	195,635,270	11,812,537	30,233	--	6,352,686	Majority: yes

Source: CarGurus, Inc., Form 8-K, filed with the SEC on 2026-06-04 — read the filing on EDGAR.

How asset managers voted at the CarGurus, Inc. 2025-2026 meeting

Each item below shows how the 378 asset managers that disclosed a CarGurus, Inc. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers for 2025.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2026-06-03.

Combines 12 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%

FOR: 195,635,270AGAINST: 11,812,537

CarGurus, Inc.’s own tally for this item (“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 exec”): 195,635,270 for, 11,812,537 against, per its Form 8-K filed 2026-06-04 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 374 asset managers below cast 83% of the shares they voted on this item FOR (60,979,210 for, 12,618,927 against).

FOR 83%AGAINST 17%

FOR: 60,979,210 (82.8%)AGAINST: 12,618,927 (17.1%)ABSTAIN: 8,430 (0.0%)NOT VOTED: 34,471 (0.0%)UNKNOWN: 82 (0.0%)

Largest asset managers voting on “To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers for 20” at CarGurus, Inc., 2025-2026
Asset manager	For	Against	Vote
Vanguard	8,996,867	746,442	For
BlackRock	9,412,235	1,898	For
Wellington	0	3,123,227	Against
John Hancock	2,351,208	95,317	For
Orbis Allan Gray Ltd	2,333,259	0	For
State Street	2,198,124	18,748	For
Fidelity	2,079,963	0	For
CONGRESS ASSET MANAGEMENT CO	2,047,037	14,750	For
Charles Schwab	2,039,337	0	For
GEODE CAPITAL MANAGEMENT, LLC	2,023,156	0	For
Boston Partners	1,414,241	0	For
ArrowMark Colorado Holdings LLC	0	1,219,612	Against
Invesco	1,218,833	0	For
AMERIPRISE FINANCIAL INC	1,213,622	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	1,185,000	0	For
BESSEMER INVESTMENT MANAGEMENT LLC	1,157,826	0	For
Loomis Sayles	0	1,102,628	Against
FORT WASHINGTON INVESTMENT ADVISORS INC /OH/	864,868	0	For
Federated Hermes	799,018	37,884	For
TOUCHSTONE STRATEGIC TRUST	799,524	0	For
T. Rowe Price	751,846	0	For
American Century	714,681	0	For
Northern Trust	707,727	4,406	For
Broad Bay Capital Management, LP	653,732	0	For
OLD WESTBURY FUNDS INC	578,913	0	For

Showing the 25 largest of 374 asset managers. See all 374 in the interactive database.

2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2026.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2026-06-03.

Combines 3 wordings of this item as funds reported it.

99.8% Majority: yes · of votes cast

FOR 99.8%

FOR: 213,460,852AGAINST: 345,220

CarGurus, Inc.’s own tally for this item (“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 ”): 213,460,852 for, 345,220 against, per its Form 8-K filed 2026-06-04 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 104 asset managers below cast 99.9% of the shares they voted on this item FOR (31,966,905 for, 30,545 against).

FOR 99.8%

FOR: 31,966,905 (99.9%)AGAINST: 30,545 (0.1%)ABSTAIN: 8,430 (0.0%)

Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ” at CarGurus, Inc., 2025-2026
Asset manager	For	Against	Abstain	Vote
Vanguard	9,036,452	2	0	For
BlackRock	6,892,989	0	0	For
Fidelity	1,941,927	0	0	For
PROFESSIONALLY MANAGED PORTFOLIOS	1,185,000	0	0	For
Charles Schwab	969,862	0	0	For
John Hancock	861,838	0	0	For
TOUCHSTONE STRATEGIC TRUST	799,524	0	0	For
State Street	618,893	43	0	For
OLD WESTBURY FUNDS INC	578,913	0	0	For
Hartford	489,028	0	0	For
Jackson National	474,041	0	0	For
TIAA	442,887	0	0	For
Loomis Sayles	397,397	0	0	For
Federated Hermes	357,272	0	0	For
American Century	350,690	0	0	For
Pacer Funds Trust	342,250	0	0	For
Invesco	340,947	0	0	For
MERIDIAN FUND INC	323,100	0	0	For
Brighthouse	307,960	0	8,430	For
Dimensional	295,788	0	0	For
WILLIAM BLAIR FUNDS	266,961	0	0	For
JPMorgan	253,484	0	0	For
T. Rowe Price	253,331	0	0	For
RBB FUND, INC.	228,968	0	0	For
PIMCO	225,471	0	0	For

Showing the 25 largest of 104 asset managers. See all 104 in the interactive database.

3. To elect two Class III directors to hold office until the 2029 Annual Meeting of Stockholders: Langley Steinert

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-03.

Combines 6 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%10%

FOR: 187,011,461WITHHELD: 20,466,579

CarGurus, Inc.’s own tally for this item (“Elect Director: Langley Steinert”): 187,011,461 for, 20,466,579 withheld, per its Form 8-K filed 2026-06-04 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 102 asset managers below cast 100% of the shares they voted on this item FOR (24,627,101 for, 0 against).

FOR 77%ABSTAIN 23%

FOR: 24,627,101 (77.0%)ABSTAIN: 7,364,064 (23.0%)

Largest asset managers voting on “To elect two Class III directors to hold office until the 2029 Annual Meeting of Stockholders: Langley Steiner” at CarGurus, Inc., 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	9,022,567	13,887	For
BlackRock	6,892,989	0	For
Fidelity	202,039	1,739,888	Abstain
PROFESSIONALLY MANAGED PORTFOLIOS	1,185,000	0	For
Charles Schwab	969,862	0	For
John Hancock	74,542	787,296	Abstain
TOUCHSTONE STRATEGIC TRUST	799,524	0	For
State Street	618,225	711	For
OLD WESTBURY FUNDS INC	0	578,913	Abstain
Hartford	489,028	0	For
Jackson National	323,126	150,915	For
TIAA	0	442,887	Abstain
Loomis Sayles	397,397	0	For
Federated Hermes	357,272	0	For
American Century	0	350,690	Abstain
Pacer Funds Trust	342,250	0	For
Invesco	340,947	0	For
MERIDIAN FUND INC	323,100	0	For
Brighthouse	245,186	71,204	For
Dimensional	0	295,788	Abstain
WILLIAM BLAIR FUNDS	0	266,961	Abstain
JPMorgan	253,484	0	For
T. Rowe Price	0	253,331	Abstain
RBB FUND, INC.	0	228,968	Abstain
PIMCO	0	225,471	Abstain

Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.

4. To elect two Class III directors to hold office until the 2029 Annual Meeting of Stockholders: Manik Gupta

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2026-06-03.

Combines 6 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%WITHHELD 15%

FOR: 177,165,895WITHHELD: 30,312,145

CarGurus, Inc.’s own tally for this item (“Elect Director: Manik Gupta”): 177,165,895 for, 30,312,145 withheld, per its Form 8-K filed 2026-06-04 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 102 asset managers below cast 100% of the shares they voted on this item FOR (16,460,621 for, 0 against).

FOR 51.5%ABSTAIN 48.5%

FOR: 16,460,621 (51.5%)ABSTAIN: 15,530,544 (48.5%)

Largest asset managers voting on “To elect two Class III directors to hold office until the 2029 Annual Meeting of Stockholders: Manik Gupta” at CarGurus, Inc., 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	8,289,898	746,556	For
BlackRock	0	6,892,989	Abstain
Fidelity	1,853,517	88,410	For
PROFESSIONALLY MANAGED PORTFOLIOS	1,185,000	0	For
Charles Schwab	0	969,862	Abstain
John Hancock	74,542	787,296	Abstain
TOUCHSTONE STRATEGIC TRUST	799,524	0	For
State Street	618,225	711	For
OLD WESTBURY FUNDS INC	0	578,913	Abstain
Hartford	489,028	0	For
Jackson National	323,126	150,915	For
TIAA	0	442,887	Abstain
Loomis Sayles	0	397,397	Abstain
Federated Hermes	357,272	0	For
American Century	0	350,690	Abstain
Pacer Funds Trust	342,250	0	For
Invesco	340,947	0	For
MERIDIAN FUND INC	0	323,100	Abstain
Brighthouse	161,154	155,236	For
Dimensional	0	295,788	Abstain
WILLIAM BLAIR FUNDS	0	266,961	Abstain
JPMorgan	253,484	0	For
T. Rowe Price	0	253,331	Abstain
RBB FUND, INC.	0	228,968	Abstain
PIMCO	0	225,471	Abstain

Showing the 25 largest of 102 asset managers. See all 102 in the interactive database.

5. Advisory Vote on Named Executive Officer Compensation

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2025-06-04 (outside the 2025-2026 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

85% Majority: yes · of votes cast

FOR 85%AGAINST 15%

FOR: 181,447,798AGAINST: 31,726,836

CarGurus, Inc.’s own tally for this item (“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 exec”): 181,447,798 for, 31,726,836 against, per its Form 8-K filed 2025-06-05 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 2 asset managers below cast 100% of the shares they voted on this item FOR (2,938,235 for, 0 against).

FOR 100%

FOR: 2,938,235 (100.0%)

Largest asset managers voting on “Advisory Vote on Named Executive Officer Compensation” at CarGurus, Inc., 2025-2026
Asset manager	For	Against	Abstain	Withheld	Vote
Prevatt Capital Ltd	2,474,992	0	0	0	For
GLENMEDE FUND INC	463,243	0	0	0	For

Largest CarGurus, Inc. shareholders voting in 2025-2026

Ranked by the number of CarGurus, Inc. shares each manager voted on the most widely held ballot item of the 2025-2026 meeting, shown as a share of the 94,055,057 shares outstanding at the time of that meeting.

Top CarGurus, Inc. shareholders by shares voted, 2025-2026
#	Asset manager	% of shares outstanding
1	Vanguard	10.36%
2	BlackRock	10.01%
3	Wellington	3.32%
4	John Hancock	2.60%
5	Orbis Allan Gray Ltd	2.48%
6	State Street	2.36%
7	Fidelity	2.21%
8	CONGRESS ASSET MANAGEMENT CO	2.19%
9	Charles Schwab	2.17%
10	GEODE CAPITAL MANAGEMENT, LLC	2.15%

Reported CarGurus, Inc. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

CarGurus, Inc. beneficial owners on record for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
BlackRock	12.77%	13F
Vanguard Group	9.32%	13F
Wellington Management	6.32%	13F
Vanguard Portfolio Management	5.00%	13G
State Street	3.29%	13F
Dimensional Fund Advisors	1.90%	13F
Invesco	1.37%	13F
Morgan Stanley	1.21%	13F
Charles Schwab	1.13%	13F
Jason Trevisan	0.97%	DEF14A

Percentages above are of 94,055,057 shares outstanding, as reported by CarGurus, Inc. on its Form 10-Q dated 2026-03-31 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from CarGurus, Inc.’s 10-Q dated 2026-03-31. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At CarGurus, Inc.'s shareholder meeting held 2026-06-03, in the 2025-2026 proxy season, 378 asset managers reported how they voted on 5 ballot items in their SEC Form N-PX filings, covering 2,001 separate fund positions. On the most widely held item on that ballot — To approve, on a non-binding advisory basis, the compensation of the Company's named executive… — FOR was 94% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: CarGurus, Inc.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2026-06-04.

CarGurus, Inc. proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).