Annual report
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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number : 001-36449 Delaware ( State or other jurisdiction of incorporation or organization ) Title of each class Common Stock , par value $ 0.0001 per share TRUECAR , INC . ( Exact name of registrant as specified in its charter ) Large accelerated filer 120 Broadway , Suite 200 Santa Monica , California 90401 ( Address of principal executive offices and Zip Code ) ( 800 ) 200-2000 ( Registrant's telephone number , including area code ) ■ Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) TRUE Securities registered pursuant to Section 12 ( g ) of the Act : None No Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No 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 X 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 04-3807511 ( I.R.S. Employer Identification Number ) Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a 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 : Accelerated filer Name of each exchange on which registered The Nasdaq Global Select Market Non - accelerated filer Smaller 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 . □ Indicate by check mark whether the registrant has filed a report on and attestation to its manage nent'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 . Î Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . Yes No X The aggregate market value of the voting and non - voting common equity held by non - affiliates of the registrant as of June 30 , 2020 , the last business day of the registrant's most recently completed second fiscal quarter , was $ 275,733,068 based upon the closing price reported for such date on the Nasdaq Global Select Market . As of February 26 , 2021 , the registrant had 98,495,393 shares of common stock outstanding . Documents Incorporated by Reference Portions of the registrant's Proxy Statement on Schedule 14A for the 2021 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10 - K to the extent stated herein . That Proxy Statement will be filed with the Securities and Exchange Commission within 120 days of the registrant's fiscal year ended December 31 , 2020. 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 .