Jeff Swart - 21 Jan 2026 Form 4 Insider Report for TrueCar, Inc. (TRUE)

Signature
/s/ Andrew Lackey, by Power of Attorney
Issuer symbol
TRUE
Transactions as of
21 Jan 2026
Net transactions value
-$1,189,391
Form type
4
Filing time
23 Jan 2026, 19:05:41 UTC
Previous filing
15 Dec 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Swart Jeff EVP, Gen. Counsel & Secretary C/O TRUECAR, INC., 225 SANTA MONICA BLVD, 12TH FLOOR, SANTA MONICA /s/ Andrew Lackey, by Power of Attorney 23 Jan 2026 0001688838

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TRUE Common Stock Disposed to Issuer $1,189,391 -466,428 -100% $2.55 0 21 Jan 2026 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction TRUE Performance Stock Units Disposed to Issuer $0 -228,631 -100% $0.000000 0 21 Jan 2026 Common Stock 228,631 Direct F1, F3
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -200,000 -100% $0.000000 0 21 Jan 2026 Common Stock 200,000 $10.85 Direct F1, F4, F5
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -56,736 -100% $0.000000 0 21 Jan 2026 Common Stock 56,736 $18.91 Direct F1, F4, F6
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -90,000 -100% $0.000000 0 21 Jan 2026 Common Stock 90,000 $18.91 Direct F1, F4, F7
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -78,337 -100% $0.000000 0 21 Jan 2026 Common Stock 78,337 $9.59 Direct F1, F4, F8
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -54,432 -100% $0.000000 0 21 Jan 2026 Common Stock 54,432 $6.93 Direct F1, F4, F9
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -127,273 -100% $0.000000 0 21 Jan 2026 Common Stock 127,273 $2.68 Direct F1, F4, F10
transaction TRUE Employee Stock Option (right to buy) Disposed to Issuer $0 -46,592 -100% $0.000000 0 21 Jan 2026 Common Stock 46,592 $5.18 Direct F1, F4, F11
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Jeff Swart is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On January 21, 2026 (the "Effective Time"), pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 14, 2025, by and between TrueCar, Inc., a Delaware corporation (the "Company"), Fair Holdings, Inc., a Delaware corporation ("Parent"), and Rapid Merger Subsidiary, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent ("Merger Subsidiary"), Merger Subsidiary merged with and into the Company, with the Company surviving the Merger as a wholly-owned subsidiary of Parent (the "Merger"). Defined terms not otherwise defined herein shall have the meaning set forth in the Merger Agreement.
F2 Pursuant to the terms of the Merger Agreement, at the Effective Time (i) each outstanding share of Company Stock was canceled and converted into the right to receive $2.55 per share in cash (the "Merger Consideration"), and (ii) each outstanding Company RSU held by the reporting person was canceled in exchange for an amount in cash equal to the Merger Consideration per share of Company Stock underlying each Company RSU, less any applicable withholding taxes.
F3 Pursuant to the terms of the Merger Agreement, at the Effective Time each outstanding Company PSU was canceled without consideration or, in the case of a Company PSU that qualified as a Change in Control Transaction Determined Unit (as determined in accordance with the Performance Unit Award Determination, Vesting and Issuance Criteria attached to the Performance Unit Award Agreement evidencing the award of such Company PSU and reflected herein), was canceled in exchange for an amount in cash equal to the Merger Consideration per share of Company Stock underlying each Company PSU, less any applicable withholding taxes.
F4 At the Effective Time each outstanding Company Option held by the Reporting Person was canceled for no consideration pursuant to the terms of the Merger Agreement applicable to Company Options that are not In-the-Money Company Options (as defined in the Merger Agreement).
F5 4,166 shares subject to the option vested on August 11, 2016 and the remaining shares vested in forty-seven (47) equal monthly installments beginning on August 24, 2016.
F6 The option vested in 48 monthly installments beginning on July 15, 2017.
F7 The option vested as to 10% of the total number of shares subject to the option on June 15, 2018, as to 20% of such shares on June 15, 2019, as to 30% of such shares on June 15, 2020 and as to 40% of such shares on June 15, 2021.
F8 The option vested in 48 monthly installments beginning on May 15, 2018.
F9 The option vested in 48 monthly installments beginning on March 15, 2019.
F10 The option vested in 48 monthly installments beginning on March 15, 2020.
F11 The option vested in 48 equal monthly installments beginning on March 15, 2021.