Matthew Quinn
Chief Technology Officer at CARG
Executive
About Matthew Quinn
Matthew Quinn is CarGurus’ Chief Technology Officer and a 2024 named executive officer. His employment offer letter (dated December 1, 2021) included RSUs and stock options with standard time-based vesting and double‑trigger change‑of‑control protection . Company performance context: five-year Total Shareholder Return was +3.87% through 12/31/2024, while Net Income declined and Gross Profit grew, underscoring compensation sensitivity to stock price and gross profit targets . Quinn’s 2024 total compensation was $2,816,812, with significant equity awards and above-target bonus payout .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CarGurus, Inc. | Chief Technology Officer | 2024 | Named Executive Officer (NEO) in 2024 |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) paid | $325,000 | $369,500 | $402,500 |
| All Other Compensation ($) | $11,069 | $12,329 | $15,704 |
| Base salary set for year ($) | — | $380,000 | $410,000 |
| Base salary YoY change | — | — | +7.9% |
Details on 2024 “All Other Compensation”:
- $13,800 401(k) match; $1,379 supplemental shared commuting benefit; $525 parking .
Performance Compensation
| Component | Target | Weighting | 2024 Achievement | 2024 Payout |
|---|---|---|---|---|
| Target Annual Cash Incentive (Quinn) | $250,000 (61% of base) | — | — | — |
| Strategic Objectives | 65% target | 15% | 69.6% | 106.1% |
| Gross Profit | 100% target; threshold 70% | 30% | 99.8% | 98.0% |
| Adjusted EBITDA | 100% target; threshold 50% | 40% | 109.2% | 146.0% |
| Individual Performance Goals | Rating-based (50–150%) | 15% | Varies by NEO | Varies |
| Quinn Actual Annual Cash Incentive | — | — | — | $298,625 (119.45% of target) |
Notes:
- Annual bonus paid in two installments: 40% mid‑year and remainder post‑year based on performance .
- Performance metrics used: strategic objectives, Gross Profit, and adjusted EBITDA (non‑GAAP) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of 4/10/2025) | 96,965 Class A shares; less than 1% of Class A outstanding |
| Ownership breakdown | 72,375 Class A directly; 24,590 options vested and exercisable |
| 2024 Equity Granted | 90,283 RSUs; grant date 02/07/2024; fair value $2,099,983 |
| 2024 Stock Vested | 62,033 shares; value $1,585,856 |
| Options Outstanding (12/31/2024) | 20,807 exercisable; 9,459 unexercisable; strike $35.00; expires 01/03/2032 |
| RSUs Unvested (12/31/2024) | Multiple awards totaling 146,181 units: 8,929; 4,462; 2,243; 57,192; 73,355 |
| Pledging/Hedging Policy | Prohibited without prior approval; hedging and margin pledging barred |
Vesting schedules (selected):
- 01/03/2022 RSU: 25% on 01/03/2023; 6.25% quarterly thereafter to 01/01/2026 (9).
- 02/08/2022 RSU (converted from PSU in Feb 2022): 25% on 01/01/2023; 6.25% quarterly to 01/01/2026 (4)(11).
- 02/16/2023 RSU: 6.25% quarterly from 04/01/2024 to 01/01/2027 (12).
- 02/07/2023 RSU: 6.25% on 04/01/2025; then 6.25% quarterly to 01/01/2028 (13).
- 01/03/2022 NQSO: 25% on 01/03/2023; 6.25% quarterly to 01/01/2026 (10).
Insider selling arrangement:
- Rule 10b5‑1 plan adopted 08/20/2025 to sell up to 63,900 shares (primarily future vested RSUs; 50% of net shares on vest dates) and up to 4,667 directly held shares to raise $25,000 for a donor‑advised fund; expires 08/08/2027 .
Employment Terms
| Provision | Key Terms |
|---|---|
| Offer letter date | December 1, 2021 |
| Severance (without cause / good reason) | 9 months base salary paid over ~6 months; COBRA reimbursement up to 9 months (or earlier upon eligibility/expiration) |
| Change‑of‑Control | Double‑trigger acceleration of unvested RSUs/NQSOs upon qualifying termination within 12 months post‑CoC |
| Potential payout estimates (12/31/2024) | Termination without cause: $301,875 salary + $18,406 health; With CoC + termination: equity acceleration valued $5,356,021; total $5,676,302 |
| Cause/Good Reason definitions | As set forth in offer letter; includes material diminutions and location changes; cure periods apply |
| Restrictive covenants | One‑year non‑compete; non‑solicit; confidentiality and IP assignment |
| Clawback | Compliant with Exchange Act Rule 10D‑1; recovery of erroneous incentive‑based comp; “no‑fault” basis; extends to detrimental conduct |
| Tax gross‑ups | No change‑of‑control tax gross‑ups for executives |
| Deferred comp/pension | No nonqualified deferred comp or executive‑only pension plans |
Performance Compensation – Detailed Table (2024)
| Metric | Weight | Target | Actual | Payout Scale | Payout Result |
|---|---|---|---|---|---|
| Strategic Objectives | 15% | 65% completion | 69.6% | 0–150% of target | 106.1% |
| Gross Profit | 30% | 100% plan | 99.8% | 0–150% of target | 98.0% |
| Adjusted EBITDA | 40% | 100% plan | 109.2% | 0–150% of target | 146.0% |
| Individual Goals | 15% | Rating‑based | Varies | 50–150% | Varies |
| Quinn overall | — | $250,000 target | — | — | $298,625 (119.45%) |
Investment Implications
- Alignment: Significant equity mix (RSUs and options) with double‑trigger CoC vesting aligns Quinn’s interests to stock performance and retention; 2024 RSU award of 90,283 units underscores long‑term focus .
- Bonus sensitivity to profitability: Bonus outcomes are tied to Gross Profit and adjusted EBITDA with material weightings (70% combined); 2024 over‑target adjusted EBITDA drove above‑target payouts (Quinn at 119.45%) .
- Insider selling pressure: The August 2025 10b5‑1 plan schedules systematic sales tied to future vesting, implying regular supply over 2025–2027; however, plan‑based sales mitigate timing concerns and indicate pre‑planned diversification .
- Retention risk: Severance is modest (9 months base, no bonus multiple), but sizable unvested equity and double‑trigger protection reduce near‑term voluntary departure risk; estimated CoC‑linked acceleration value was ~$5.36M at 12/31/2024 .
- Governance and risk controls: Robust clawback, hedging/pledging prohibitions, and strong Say‑on‑Pay support (91% in 2024) point to shareholder‑aligned compensation oversight .