TrueCar, Inc. — Director's Dealing 2014

May 15, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: TrueCar, Inc. (TRUE)
CIK: 0001327318
Period of Report: 2014-05-15

Reporting Person: UNITED SERVICES AUTOMOBILE ASSOCIATION (10% Owner)
Reporting Person: USAA Property Holdings, Inc. (10% Owner)
Reporting Person: Leiper Martha (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	15432344	Direct
Common Stock	1633347	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Warrant to Purchase Common Stock	$		Common Stock (1458979)		Direct

Footnotes

F1: Martha Leiper, acting in her capacity as Senior Vice President and Chief Investment Officer of United Services Automobile Association ("USAA"), has voting and dispositive power over the shares directly held by USAA and USAA Property Holdings, Inc. ("UPHI").

F2: UPHI is a wholly owned subsidiary of USAA and the members of UPHI's board of directors are officers of USAA. Martha Leiper, acting in her capacity as USAA's Senior Vice President and Chief Investment Officer, has voting and dispositive power over the shares directly held by USAA and UPHI.

F3: The warrant is only exercisable if and to the extent it is vested. The shares of Common Stock underlying the warrant are subject to a vesting schedule based on the attainment of sales objectives.

F4: The warrant expires as of the earliest of (a) 5:00 p.m., Pacific time, on May 1, 2022, (b) the first anniversary of the termination of the Auto Buying Program operated for USAA by the Issuer (the "CBS") and (c) the date on which the Issuer no longer operates the CBS.

F5: The exercise price of the first 392,313 shares to vest under the warrant is $7.95 per share; the exercise price of the remaining 1,066,666 shares to vest under the warrant is $15.00 per share.