Cars Commerce Announces Inducement Awards Under NYSE Listing Rule 303A.08

CHICAGO, Dec. 23, 2025 /PRNewswire/ -- Cars.com Inc. (NYSE: CARS) (d/b/a "Cars Commerce Inc.") ("Cars Commerce" or the "Company"), today announced that on December 22, 2025, the Company granted performance-based stock unit awards (the "PSUs") and restricted stock units (the "RSUs") covering 155,885 shares and 233,827 shares of the Company's common stock, respectively, (the "Inducement Awards") to Tobias Hartmann.  A majority of the independent members of the Company's Board of Directors approved the grant of the Inducement Awards to Mr. Hartmann, which awards were offered as a material inducement to Mr. Hartmann's hiring as Chief Executive Officer-Designate  on December 22, 2025 and made under the Cars.com Inc. 2025 Inducement Equity Plan. The RSUs vest ratably over three years and the PSUs vest over a three-year performance period subject to the achievement of specified stock price targets for the Company's common stock determined by the Board of Directors, in each case, subject to Mr. Hartmann's continued employment with the Company through each vesting date.

The awards were granted in reliance on the employment inducement exemption under the NYSE's Listed Company Manual Rule 303A.08, which requires public announcement of inducement awards. The company is issuing this press release pursuant to Rule 303A.08.

About Cars Commerce
Cars Commerce is an audience-driven technology company empowering the automotive industry. The Company simplifies everything about car buying and selling with powerful products, solutions and AI-driven technologies that span pretail, retail and post-sale activities – enabling more efficient and profitable retail operations. The Cars Commerce platform is organized around industry-leading brands: the flagship automotive marketplace and review site Cars.com, digital retail technology and marketing services from Dealer Inspire, essential trade-in and appraisal technology from AccuTrade, a reputation-based dealer-to-dealer wholesale auction from DealerClub and exclusive in-market media solutions from the Cars Commerce Media Network. Learn more at www.carscommerce.inc.

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SOURCE Cars.com Inc.