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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIC FROM Commission File Number 001-38233 Delaware ( State or other jurisdiction of incorporation or organization ) CarGurus , Inc. ( Exact name of Registrant as specified in its Charter ) 2 Canal Park , 4th Floor Cambridge , Massachusetts ( Address of principal executive offices ) ΤΟ Securities registered pursuant to Section 12 ( b ) of the Act : Title of Each Class Registrant's telephone number , including area code : ( 617 ) 354-0068 Trading Symbol CARG 04-3843478 ( I.R.S. Employer Identification No. ) 02141 ( Zip Code ) Name of Exchange on Which Registered The Nasdaq Stock Market LLC ( Nasdaq Global Select Market ) Class A Common Stock , par value $ 0.001 per share Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the Registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes Indicate by check mark whether the Registrant : ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the Registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No No Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the Registrant was required to submit such files ) . Yes No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Accelerated filer Non - accelerated filer Small reporting company Emerging growth company If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . 0 0 Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the Registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of the registrant's Class A common stock , par value $ 0.001 per share , held by non - affiliates of the registrant based on the closing price of the registrant's common stock as reported on the Nasdaq Global Market on June 30 , 2020 was $ 2,193,762,306 . Shares of voting and non - voting stock held by executive officers , directors and holders of more than 10 % of the outstanding stock have been excluded from this calculation because such persons or institutions may be deemed affiliates . This determination of affiliate status is not a conclusive determination for other purposes . As of February 4 , 2021 , the registrant had 97,723,371 shares of Class A common stock , and 19,076,500 shares of Class B common stock , par value $ 0.001 per share , outstanding . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive Proxy Statement for its 2021 Annual Meeting of Stockholders are incorporated by reference in Part III of this Annual Report on Form 10 K. Such Proxy Statement will be filed with the U.S. Securities and Exchange Commission within 120 days after the end of the fiscal year to which this report relates . Except with respect to information specifically incorporated by reference in this Form 10 - K , the Proxy Statement is not deemed to be filed as part of this Form 10 - K .