TrueCar, Inc. — Director's Dealing 2015

Apr 27, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TrueCar, Inc. (TRUE)
CIK: 0001327318
Period of Report: 2015-04-23

Reporting Person: Painter Scott (Director, CEO & Chairman of the Board)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-04-23	Common Stock	A	166666	—	Acquired	2043274	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-04-23	Employee Stock Option (right to buy)	$15.71	A	500000	Acquired	2025-04-23	Common Stock (500000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3147	Indirect
Common Stock	3147	Indirect
Common Stock	3147	Indirect
Common Stock	3147	Indirect

Footnotes

F1: The reported securities are represented by restricted stock units ("RSUs"), 20,833 of which are scheduled to vest on June 30, 2015 with the remaining RSUs vesting in fourteen (14) equal quarterly installments beginning on September 30, 2015.

F2: Shares held directly by Indy Painter under the California Uniform Transfers to Minor Act for which the Reporting Person serves as custodian.

F3: Shares held directly by Luke Painter under the California Uniform Transfers to Minor Act for which the Reporting Person serves as custodian.

F4: Shares held directly by Noah Painter under the California Uniform Transfers to Minor Act for which the Reporting Person serves as custodian.

F5: Shares held directly by Zoe Painter under the California Uniform Transfers to Minor Act for which the Reporting Person serves as custodian.

F6: The reported options are scheduled to vest in forty-eight (48) equal monthly installments beginning on February 1, 2015.