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: Dietz Steven J (Director)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17144	Direct
Common Stock	10970	Indirect
Common Stock	5138807	Indirect
Common Stock	1945375	Indirect
Common Stock	1501260	Indirect
Common Stock	559248	Indirect
Common Stock	206202	Indirect
Common Stock	139397	Indirect
Common Stock	63152	Indirect
Common Stock	31891	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$9.2549	2024-02-07	Common Stock (14164)		Direct

Footnotes

F1: Shares held directly by The Dietz Family Trust for which the Reporting Person serves as trustee.

F2: The Reporting Person serves as a member of the investment committee of GRP Management Services, Inc. and Upfront Ventures Management, Inc. and may be deemed to share voting and dispositive power with respect to the shares held by Upfront II, L.P., Upfront III, L.P., Upfront GP II, L.P., Upfront II Investors, L.P., Upfront GP III, L.P., Upfront II Partners, L.P., Upfront III Investors, L.P. and Upfront III Partners, L.P. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

F3: Shares subject to the option shall vest in twelve (12) equal monthly installments beginning on February 1, 2014.