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Cars.com Inc.

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 6, 2025

CARS$13.35-1.5%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 17 previous paragraphs and 18 current paragraphs.

14 unchanged; 2 reworded; 2 added; 1 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 1 previous and 1 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

The amounts presented represent the remaining dollar amount of shares of our common stock that may be repurchased under the share repurchase program at the end of each month.

Current report

On September 15, 2025, Sonia Jain, Chief Financial Officer of Cars.com Inc. (the "Company"), adopted a trading plan to sell shares of the Company's common stock (the "Plan") intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act. Under the Plan, a maximum of 14,818 shares of the Company's common stock may be sold. The Plan will remain in effect until the earlier of (1)March 17, 2026, (2) the date on which all trades set forth in the Plan have been executed, or (3) such time as the Plan is otherwise terminated or expires according to its terms. The purpose of the Plan is primarily for additional tax withholdings.
Removed paragraphs (1)

Previous report

The amounts presented represent the remaining Board of Directors’ authorized value to be spent after each month's repurchases.
Reworded paragraphs (2)

Previous wording

On February 27, 2025, the Company announced that its Board of Directors had authorized a three-year share repurchase program to acquire up to $250.0 million of the Company's common stock. The Company may repurchase shares from time to time in open market transactions or through privately negotiated transactions in accordance with applicable federal securities laws and other applicable legal requirements, and subject to the Company's blackout periods. The timing and amounts of any purchases under the share repurchase program will be based on market conditions and other factors including price. The repurchase program may be suspended or discontinued at any time and does not obligate the Company to repurchase any dollar amount or particular amount of shares.

Current wording

On February 27, 2025, we announced that our Board of Directors authorized a three-year share repurchase program to acquire up to $250.0 million of our common stock. We may repurchase shares from time to time in open market transactions or through privately negotiated transactions in accordance with applicable federal securities laws and other applicable legal requirements, and subject to our blackout periods. The timing and amounts of any purchases under the share repurchase program will be based on market conditions and other factors including price. The share repurchase program may be suspended or discontinued at any time and does not obligate us to repurchase any dollar amount or particular amount of shares.

Previous wording

None of the Company’s directors or officers adopted, modified orterminated a Rule 10b5-1 trading arrangementor a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended June 30, 2025, as such terms are defined under Item 408(a) of Regulation S-K.

Current wording

No other "officer" (as defined in Rule 16a-1(f) under the Exchange Act) or director of the Company adopted, modified orterminated a"Rule10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (each as defined in Item 408 of Regulation S-K) during the three months ended September 30, 2025.