Form 8-K

8-K — Cars.com Inc.

Accession: 0001193125-26-210377

Filed: 2026-05-07

Period: 2026-05-07

CIK: 0001683606

SIC: 7374 (SERVICES-COMPUTER PROCESSING & DATA PREPARATION)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — cars-20260507.htm (Primary)

EX-99.1 (cars-ex99_1.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: cars-20260507.htm · Sequence: 1

8-K

false000168360600016836062026-05-072026-05-07

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 07, 2026

Cars.com Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-37869

81-3693660

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

300 S. Riverside Plaza

Chicago, Illinois

60606

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: 312 601-5000

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock

CARS

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

On May 7, 2026, Cars.com Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

No.

Exhibit

99.1

Cars.com Inc. Press Release, dated May 7, 2026, concerning financial results

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

The information furnished in this report, including Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed to be incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly set forth by specific reference in such filing.

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 hereunto duly authorized.

Cars.com Inc.

Date:

May 7, 2026

By:

/s/ Sonia Jain

Sonia Jain

Chief Financial Officer

EX-99.1

Filename: cars-ex99_1.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Cars.com Reports First Quarter 2026 Results

•

Revenue grew in line with guidance to $180.2 million, up 1% year-over-year

•

Net income increased to $5.0 million compared to net loss of ($2.0) million in the prior year

•

Adjusted EBITDA grew to $51.0 million, up 1% year-over-year; Adjusted EBITDA margin of 28.3% outperformed guidance of 26% to 27%

•

Net cash provided by operating activities was $39.8 million compared to $29.5 million in the prior year

•

Share repurchases totaled 3.8 million shares for $33 million through April 30, 2026; 2026 repurchase target has been increased to $90 million

CHICAGO, May 7, 2026 -- Cars.com Inc. (NYSE: CARS), a trusted audience-powered and data-driven technology platform that simplifies buying and selling cars, today released its financial results for the first quarter ended March 31, 2026.

“We delivered revenue growth in line with guidance in the first quarter on the back of continued Marketplace momentum and Adjusted EBITDA margin above the high end of guidance,” said Tobias Hartmann, Chief Executive Officer of Cars.com, Inc. "Disciplined execution on 2026 initiatives represents the first step in our evolution toward an interconnected product experience that drives value across our Marketplace and solutions suite. We are in the early innings of a plan to unlock platform differentiation, product integrations and AI enablement. To support this roadmap and establish a healthy foundation for future growth, we have reduced annual run-rate costs to operate with more agility and efficiency. Based on our progress to date and our commitment to returning value to shareholders, we also raised our full year share repurchase target. Looking ahead, we are focused on driving further financial and product improvements as we create a leading and trusted automotive marketplace experience."

Financial Highlights

(in thousands, except per share data)

Quarter Ended March 31,

2026

2025

Change %

Revenue

$ 180,223

$ 179,024

Net income (loss)

4,978

(2,013)

Adjusted net income

26,651

23,956

11%

Adjusted EBITDA

51,020

50,721

Net income (loss) per diluted share

0.08

(0.03)

Adjusted net income per diluted share

0.45

0.37

22%

Key Metrics and Operational Highlights

(in millions, except dealer data)

Quarter Ended

March 31, 2026

December 31, 2025

March 31, 2025

Change %

Q/Q

Change % Y/Y

Average Monthly Unique Visitors

25.8

21.7

29.0

19%

(11%)

Traffic (“Visits”)

159.6

138.8

170.1

15%

(6%)

Monthly Average Revenue Per Dealer (“ARPD”)

$ 2,473

$ 2,472

$ 2,473

Dealer Customers

19,390

19,544

19,250

(1%)

NM = Not meaningful

Page 2

•

Recent cost reductions and process and organizational improvements build a healthier foundation for future growth and are expected to yield $25-30 million in recurring annualized savings in 2027.

•

New AI-powered features include conversational capabilities for the Cars.com Carson shopping assistant and model context protocol (MCP) integrations that embed Marketplace into agentic AI platforms.

•

New Dealer App, available to all Marketplace customers, offers a broad range of on-the-go analytics to improve dealership efficiency across inventory, merchandising and leads.

Q1 2026 Results

Revenue for the first quarter was $180.2 million, up 1% compared to the prior year period. Subscription-based Dealer revenue of $163.0 million was up 2% year-over-year, supported by continued improvements in website and Marketplace value delivery, and Marketplace dealer customer growth. OEM and National revenue of $14.3 million was down 12% year-over-year due to continued OEM spending shifts.

Total operating expenses for the first quarter were $163.6 million compared to $172.6 million in the prior year period, down 5% year-over-year. For the quarter, lower depreciation and amortization and improved marketing efficiencies more than offset severance-related costs. Adjusted operating expenses for the quarter were $145.9 million, down 6% year-over-year largely due to lower depreciation and amortization.

Net income for the first quarter was $5.0 million, or $0.08 per diluted share, compared to Net loss of ($2.0) million, or ($0.03) per diluted share, in the year-ago period. The change in Net income is primarily attributable to lower depreciation and amortization. Adjusted net income for the first quarter was $26.7 million, or $0.45 per diluted share, compared to $24.0 million, or $0.37 per diluted share a year ago.

Adjusted EBITDA for the first quarter was $51.0 million, or 28.3% of revenue, compared to $50.7 million, or 28.3% of revenue in the year-ago period. Adjusted EBITDA grew 1% year-over-year, in line with revenue growth.

Cash Flow and Balance Sheet

Net cash provided by operating activities for the first quarter was $39.8 million, compared to $29.5 million in the prior year, which is largely attributable to compensation accruals and the 2024 federal tax refund. Free cash flow for the first quarter totaled $33.5 million, compared to $23.7 million in the prior year, primarily due to the aforementioned favorable working capital changes.

Total debt outstanding was $455.0 million as of March 31, 2026. Total net leverage (as defined in the Company’s credit facility) was 1.8x as of March 31, 2026. Total liquidity as of March 31, 2026 was $359.6 million, which is defined as Cash and cash equivalents of $64.6 million and revolver capacity of $295.0 million.

Share Repurchase

The Company repurchased 3.8 million shares of common stock for $32.9 million from January 1, 2026 to April 30, 2026, of which 2.5 million shares of common stock was repurchased for $20.2 million in the first quarter ended March 31, 2026. On April 9, 2026, the Company raised its fiscal 2026 share repurchase target to $90 million, a 50% increase over the prior target of $60-plus million, reflecting its commitment to returning capital to shareholders.

As of April 30, 2026, approximately $141 million remains available under the current share repurchase authorization, which expires in February 2028.

Page 3

“Our performance year-to-date demonstrates our ability to establish a foundation for revenue growth at increasing operating margins. We were pleased to outperform our Adjusted EBITDA guidance, improve free cash flow conversion, and increase capital return to shareholders via an enhanced 2026 share repurchase commitment,” said Sonia Jain, Chief Financial Officer of Cars.com, Inc. “Our cost reduction program is resulting in a healthier underlying cost structure that is aligned to our Marketplace strategy, which we believe is positioning us to continue growing both top- and bottom-line to create shareholder value.”

Outlook

Second Quarter 2026

•

Revenue is expected to be flat to up 2% year-over-year, driven by continued Dealer revenue growth. OEM and National revenue is expected to remain under pressure, and guidance assumes that current advertising spending trends remain consistent for the quarter.

•

Adjusted EBITDA margin is expected to be between 28.0% and 29.0%, reflecting operating efficiencies and a partial quarter of cost savings benefit from the cost reduction program undertaken in April.

Full Year 2026

The Company reaffirms its full year 2026 guidance:

•

Revenue is expected to be flat to up 2% year-over-year

•

Adjusted EBITDA margin is expected to be between 29.0% to 30.0%

Q1 2026 Earnings Call

As previously announced, management will hold a conference call and webcast today at 8:00 a.m. CT. This webcast may be accessed at the Cars.com Investor Relations website, investor.cars.com. An archive of the webcast will be available at investor.cars.com following the conclusion of the call.

About Cars Commerce

Cars.com Inc. (NYSE:CARS) is a trusted audience-powered and data-driven technology platform that simplifies buying and selling cars. The flagship Cars.com marketplace connects millions of consumers to dealerships across the U.S., powering the car buying experience with artificial intelligence ("AI") shopping tools and comprehensive vehicle reviews and content. Our interconnected ecosystem of products enables dealers and OEMs to sell more cars by efficiently leveraging our marketplace, dealer websites, trade and appraisal tools, and proprietary in-market media solutions. Learn more at www.carscommerce.inc.

Non-GAAP Financial Measures

This earnings release discusses Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net (loss) income, Free Cash Flow and Adjusted Operating Expenses. These financial measures are not prepared in accordance with generally accepted accounting principles in the United States ("GAAP"). These financial measures are presented as supplemental measures of operating performance because the Company believes they provide meaningful information regarding the Company’s performance and provide a basis to compare operating results between periods. In addition, the Company uses Adjusted EBITDA as a measure for determining incentive compensation targets. Adjusted EBITDA also is used as a performance measure under the Company’s credit agreement and includes adjustments such as the items defined below and other further adjustments, which are defined in the credit agreement. These non-GAAP financial measures are frequently used by the Company’s lenders, securities analysts, investors and other interested parties to evaluate companies in the Company’s industry.

Page 4

While a reconciliation of non-GAAP measures to corresponding GAAP measures is not available on a forward-looking basis without unreasonable effort due to, as applicable, the timing, amount, valuation and number of future employee equity awards and the uncertainty relating to the timing, frequency, and effect of acquisitions and the significance of the resulting transaction-related expenses, the Company has provided a reconciliation of non-GAAP financial measures to their most directly comparable financial measure prepared in accordance with GAAP in this earnings release, see "Non-GAAP Reconciliations" below.

Other companies may define or calculate these measures differently, limiting their usefulness as comparative measures. Because of these limitations, non-GAAP financial measures should not be considered in isolation or as substitutes for performance measures calculated in accordance with GAAP. Definitions of these non-GAAP financial measures and reconciliations to the most directly comparable GAAP financial measures are presented in the tables below.

The Company defines Adjusted EBITDA as net income (loss) before (1) interest expense, net, (2) income tax (benefit) expense, (3) depreciation, (4) amortization of intangible assets, (5) stock-based compensation expense, (6) unrealized mark-to-market adjustments and cash transactions related to derivative instruments, (7) unrealized foreign currency exchange gains and losses, and (8) certain other items, such as transaction-related items, severance, transformation and other exit costs and write-off and impairments of goodwill, intangible assets and other long-lived assets.

Transaction-related items result from actual or potential transactions such as business combinations, mergers, acquisitions, dispositions, spin-offs, financing transactions, and other strategic transactions, including, without limitation, (1) transaction-related bonuses and (2) expenses for advisors and representatives such as investment bankers, consultants, attorneys and accounting firms. Transaction-related items may also include, without limitation, transition and integration costs such as retention bonuses and acquisition-related milestone payments to acquired employees, consulting, compensation and other incremental costs associated with integration projects, fair value changes to contingent considerations and amortization of deferred revenue related to the AccuTrade acquisition.

The Company defines Adjusted Net Income as GAAP net (loss) income excluding, net of their related tax effects: (1) amortization of intangible assets, (2) stock-based compensation expense, (3) unrealized mark-to-market adjustments and cash transactions related to derivative instruments, (4) unrealized foreign currency exchange gains and losses, and (5) certain other items, such as transaction-related costs, severance, transformation and other exit costs and write-off and impairments of goodwill, intangible assets and other long-lived assets.

The Company defines Free Cash Flow as net cash provided by operating activities less capital expenditures, including purchases of property and equipment and capitalization of internally developed technology.

The Company defines Adjusted Operating Expenses as total operating expenses adjusted to exclude stock-based compensation, write-off and impairments of goodwill, intangible assets, long-lived assets, severance, transformation and other exit costs and transaction-related items.

Key Metric Definitions

Average Monthly Unique Visitors (“UVs”) and Traffic (“Visits”). The Company defines UVs in a given month as the number of distinct visitors that engage with its platform during that month. Visitors are identified upon first visit to an individual Cars.com property on an individual device/browser combination or installation of one of its mobile apps on an individual device. If a visitor accesses more than one of its web properties or apps or uses more than one device or browser, each of those unique property/browser/app/device combinations counts toward the number of UVs. Traffic is defined as the number of visits to Cars.com desktop and mobile properties (responsive sites and mobile apps). The Company measures UVs and Traffic via RudderStack. These metrics do not include traffic to Dealer Inspire, D2C Media, or DealerClub websites.

Page 5

Monthly Average Revenue Per Dealer ("ARPD"). The Company believes that its ability to grow ARPD is an indicator of the value proposition of its platform. The Company defines ARPD as Dealer revenue, excluding digital advertising services and DealerClub, during the period divided by the monthly average number of Dealer Customers during the same period.

Dealer Customers. Dealer Customers represent dealerships using the Company’s products as of the end of each reporting period. Each physical or virtual dealership location is counted separately, whether it is a single-location proprietorship or part of a large, consolidated dealer group. Multi-franchise dealerships at a single location are counted as one dealer. Dealer Customer metrics do not include DealerClub.

Forward-Looking Statements

This press release contains "forward-looking statements" within the meaning of the federal securities laws. All statements other than statements of historical facts are forward-looking statements. These statements often use words such as “believe,” “expect,” “project,” “anticipate,” “outlook,” “intend,” “strategy,” “plan,” “estimate,” “target,” “seek,” “will,” “may,” “would,” “should,” “could,” “forecasts,” “mission,” “strive,” “more,” “goal” or similar expressions. Forward-looking statements are based on our current expectations, beliefs, strategies, estimates, projections and assumptions, experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments, and other factors we think are appropriate. Such forward-looking statements are based on estimates and assumptions that, while considered reasonable by Cars Commerce and its management based on their knowledge and understanding of the business and industry, are inherently uncertain. While Cars Commerce and its management make such statements in good faith and believe such judgments are reasonable, you should understand that these statements are not guarantees of future strategic action, performance or results. Our actual results, performance, achievements, strategic actions or prospects could differ materially from those expressed or implied by these forward-looking statements. Given these uncertainties, you should not rely on forward-looking statements in making investment decisions. When we make comparisons of results between current and prior periods, we do not intend to express any future trends, or indications of future performance, unless expressed as such, and you should view such comparisons as historical data. Whether or not any such forward-looking statement is in fact achieved will depend on future events, some of which are beyond our control.

Forward-looking statements are subject to a number of risks, uncertainties and other important factors, many of which are beyond our control, that could cause our actual results and strategic actions to differ materially from those expressed in the forward-looking statements contained in this press release. For a detailed discussion of many of these and other risks and uncertainties, see “Part I, Item 1A., Risk Factors” and “Part II, Item 7., Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the Securities and Exchange Commission (“SEC”) on February 26, 2026 and our other filings filed with the SEC and available on our website at investor.cars.com or via EDGAR at www.sec.gov.

You should evaluate all forward-looking statements made in this press release in the context of these risks and uncertainties. The forward-looking statements contained in this press release are based only on information currently available to us and speak only as of the date of this press release. We undertake no obligation, other than as may be required by law, to update or revise any forward-looking or cautionary statements to reflect changes in assumptions, the occurrence of events, unanticipated or otherwise, or changes in future operating results over time or otherwise. The forward-looking statements in this report are intended to be subject to the safe harbor protection provided by the federal securities laws.

Cars Commerce Investor Relations Contact:

Katherine Chen

kchen@carscommerce.inc

Cars Commerce Media Contact:

Christine Spinelli

pr@cars.com

###

Page 6

Cars.com Inc.

Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

Three Months Ended March 31,

2026

2025

Revenue:

Dealer

163,007

159,144

OEM and National

14,279

16,279

Other

2,937

3,601

Total revenue

180,223

179,024

Operating expenses:

Cost of revenue and operations

31,741

31,483

Product and technology

31,495

30,617

Marketing and sales

61,818

62,540

General and administrative

21,818

20,885

Depreciation and amortization

16,718

27,039

Total operating expenses

163,590

172,564

Operating income

16,633

6,460

Nonoperating expenses:

Interest expense, net

(7,231

)

(7,668

)

Other expense, net

(686

)

(25

)

Total nonoperating expense, net

(7,917

)

(7,693

)

Income (loss) before income taxes

8,716

(1,233

)

Income tax expense

3,738

780

Net income (loss)

4,978

(2,013

)

Weighted-average common shares outstanding:

Basic

58,928

64,467

Diluted

59,594

64,467

Net income (loss) per share:

Basic

0.08

(0.03

)

Diluted

0.08

(0.03

)

Page 7

Cars.com Inc.

Consolidated Balance Sheets

(In thousands, except per share data)

March 31, 2026

December 31, 2025

(unaudited)

Assets:

Current assets:

Cash and cash equivalents

64,598

56,236

Accounts receivable, net

135,030

131,945

Prepaid expenses

14,181

15,491

Other current assets

4,221

7,920

Total current assets

218,030

211,592

Property and equipment, net

35,521

35,223

Goodwill

166,620

167,207

Intangible assets, net

516,131

527,082

Deferred tax assets, net

85,499

88,594

Investments and other assets, net

31,612

32,720

Total assets

1,053,413

1,062,418

Liabilities and stockholders' equity:

Current liabilities:

Accounts payable

29,307

27,749

Accrued compensation

33,921

38,074

Other accrued liabilities

53,319

47,564

Total current liabilities

116,547

113,387

Noncurrent liabilities:

Long-term debt, net

451,819

451,516

Deferred tax liabilities, net

6,053

6,241

Other noncurrent liabilities

18,246

18,744

Total noncurrent liabilities

476,118

476,501

Total liabilities

592,665

589,888

Commitments and contingencies

Stockholders' equity:

Preferred Stock at par, $0.01 par value; 5,000 shares authorized; no shares

issued and outstanding as of March 31, 2026 and December 31, 2025,

respectively

—

Common Stock at par, $0.01 par value; 300,000 shares authorized; 57,191

and 58,636 shares issued and outstanding as of March 31, 2026 and

December 31, 2025, respectively

572

586

Additional paid-in capital

1,397,696

1,413,994

Accumulated deficit

(936,516

)

(941,494

)

Accumulated other comprehensive loss

(1,004

)

(556

)

Total stockholders' equity

460,748

472,530

Total liabilities and stockholders' equity

1,053,413

1,062,418

Page 8

Cars.com Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

Three Months Ended March 31,

2026

2025

Cash flows from operating activities:

Net income (loss)

4,978

(2,013

)

Adjustments to reconcile Net income to Net cash provided by operating activities:

Depreciation

6,175

9,661

Amortization of intangible assets

10,543

17,378

Stock-based compensation

8,569

8,334

Deferred income taxes

3,003

(343

)

Provision for doubtful accounts

607

359

Amortization of debt issuance costs

473

Unrealized loss (gain) on foreign currency denominated transactions

637

(12

)

Other, net

182

958

Changes in operating assets and liabilities, net of acquisitions:

Accounts receivable

(3,845

)

2,410

Prepaid expenses and other assets

5,739

970

Accounts payable

1,546

(4,696

)

Accrued compensation

(4,458

)

(8,420

)

Other liabilities

5,659

4,396

Net cash provided by operating activities

39,808

29,455

Cash flows from investing activities:

Payments for acquisitions, net of cash acquired

—

(24,422

)

Capitalization of internally developed technology

(6,000

)

(4,984

)

Purchase of property and equipment

(262

)

(811

)

Proceeds from sale of equity investment

—

9,481

Net cash used in investing activities

(6,262

)

(20,736

)

Cash flows from financing activities:

Proceeds from Revolving Loan borrowings

—

10,000

Payments of Revolving Loan borrowings and long-term debt

—

(10,000

)

Payments for stock-based compensation plans, net

(4,542

)

(5,849

)

Repurchases of common stock

(20,452

)

(21,538

)

Net cash used in financing activities

(24,994

)

(27,387

)

Effect of exchange rate changes on Cash and cash equivalents

(190

)

(570

)

Net increase (decrease) in Cash and cash equivalents

8,362

(19,238

)

Cash and cash equivalents at beginning of period

56,236

50,673

Cash and cash equivalents at end of period

64,598

31,435

Supplemental cash flow information:

Cash (received) paid for income taxes

(3,504

)

1,321

Cash paid for interest

983

1,164

Page 9

Cars.com Inc.

Non-GAAP Reconciliations

(In thousands, except per share data)

(Unaudited)

Reconciliation of Net income to Adjusted EBITDA

Three Months Ended March 31,

2026

2025

Net income (loss)

4,978

(2,013

)

Interest expense, net

7,231

7,668

Income tax expense

3,738

780

Depreciation and amortization

16,718

27,039

Stock-based compensation, including related payroll tax expense

8,815

8,703

Transaction-related and other one-time items

8,854

8,519

Non-operating foreign exchange loss

686

Adjusted EBITDA

51,020

50,721

Reconciliation of Net income (loss) to Adjusted Net income

Three Months Ended March 31,

2026

2025

Net income (loss)

4,978

(2,013

)

Stock-based compensation, including related payroll tax expense

8,815

8,703

Amortization of intangible assets

10,543

17,378

Transaction-related items

2,930

Non-operating foreign exchange loss

686

Other one-time items

8,848

5,589

Income tax impact of adjustments

(7,225

)

(8,656

)

Adjusted net income

26,651

23,956

Adjusted net income per share, diluted

0.45

0.37

Weighted-average common shares outstanding, diluted*

59,594

65,137

* Weighted-average common shares outstanding, diluted, includes shares excluded from GAAP loss per share due to the net loss position for the three months ended March 31, 2025.

Reconciliation of Net cash provided by operating activities to Free cash flow

Three Months Ended March 31,

2026

2025

Net cash provided by operating activities

39,808

29,455

Capitalization of internally developed technology

(6,000

)

(4,984

)

Purchase of property and equipment

(262

)

(811

)

Free cash flow

33,546

23,660

Page 10

Reconciliation of Operating expenses to Adjusted operating expenses for the Three Months Ended March 31, 2026:

As Reported

Adjustments (1)

Stock-Based Compensation

As Adjusted

Cost of revenue and operations

31,741

(931

)

(242

)

30,568

Product and technology

31,495

(3,351

)

(2,474

)

25,670

Marketing and sales

61,818

(2,140

)

(2,303

)

57,375

General and administrative

21,818

(2,432

)

(3,796

)

15,590

Depreciation and amortization

16,718

—

16,718

Total operating expenses

163,590

(8,854

)

(8,815

)

145,921

Total nonoperating expense, net

(7,917

)

686

—

(7,231

)

(1) Includes severance, unrealized gains and losses on foreign currency denominated transactions, write-off of long-lived assets and transformation and other exit costs.

Reconciliation of Operating expenses to Adjusted operating expenses for the Three Months Ended March 31, 2025:

As Reported (1)

Adjustments (1)(2)

Stock-Based Compensation

As Adjusted

Cost of revenue and operations

31,483

(544

)

(178

)

30,761

Product and technology

30,617

(2,139

)

(2,513

)

25,965

Marketing and sales

62,540

(2,356

)

(2,187

)

57,997

General and administrative

20,885

(3,480

)

(3,825

)

13,580

Depreciation and amortization

27,039

—

27,039

Total operating expenses

172,564

(8,519

)

(8,703

)

155,342

Total nonoperating expense, net

(7,693

)

(7,668

)

(1) Certain prior year balances have been reclassified to conform to the current year presentation.

(2) Includes severance, transaction-related items, write-off of long-lived assets, unrealized gains and losses on foreign currency denominated transactions and transformation and other exit costs.

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May 07, 2026

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Cars.com Inc.

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300 S. Riverside Plaza

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Chicago

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