CarGurus, Inc. Income Taxes Disclosure
13. Income Taxes
For the years ended December 31, 2025, 2024, and 2023, the components of income before income taxes were as follows:
|
|
Year Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
|
|
(dollars in thousands) |
|
|||||||||
U.S. |
|
$ |
248,521 |
|
|
$ |
165,665 |
|
|
$ |
138,074 |
|
Foreign |
|
|
4,313 |
|
|
|
2,721 |
|
|
|
1,055 |
|
Income from continuing operations before income taxes |
|
$ |
252,834 |
|
|
$ |
168,386 |
|
|
$ |
139,129 |
|
For the years ended December 31, 2025, 2024, and 2023, the components of the provision for income taxes were as follows:
|
|
Year Ended December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
|
|
(dollars in thousands) |
|
|||||||||
Current provision |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
$ |
17,403 |
|
|
$ |
31,592 |
|
|
$ |
51,679 |
|
State |
|
|
10,249 |
|
|
|
15,113 |
|
|
|
15,893 |
|
Foreign |
|
|
766 |
|
|
|
556 |
|
|
|
532 |
|
|
|
|
28,418 |
|
|
|
47,261 |
|
|
|
68,104 |
|
Deferred provision (benefit) |
|
|
|
|
|
|
|
|
|
|||
Federal |
|
|
28,215 |
|
|
|
(5,417 |
) |
|
|
(24,718 |
) |
State |
|
|
(1,007 |
) |
|
|
(2,184 |
) |
|
|
3,317 |
|
Foreign |
|
|
466 |
|
|
|
(11 |
) |
|
|
(9 |
) |
|
|
|
27,674 |
|
|
|
(7,612 |
) |
|
|
(21,410 |
) |
Provision for income taxes |
|
$ |
56,092 |
|
|
$ |
39,649 |
|
|
$ |
46,694 |
|
For the year ended December 31, 2025, income taxes paid (net of refunds) were as follows:
|
|
Year Ended December 31, 2025 |
|
|
|
|
(dollars in thousands) |
|
|
Federal |
|
$ |
12,001 |
|
State |
|
|
7,175 |
|
Foreign |
|
|
582 |
|
Total income taxes paid |
|
$ |
19,758 |
|
For the year ended December 31, 2025, income taxes paid (net of refunds) of $1.3 million in exceeded 5% of total income taxes paid (net of refunds). No other state or foreign jurisdictions exceeded this threshold.
For the year ended December 31, 2025, the components of the effective tax rate were as follows:
|
|
Year Ended December 31, |
|
|||||
|
|
2025 |
|
|||||
|
|
Amount |
|
|
Percent |
|
||
|
|
(dollars in thousands) |
|
|||||
U.S. federal taxes at statutory rate |
|
$ |
53,095 |
|
|
|
21.0 |
% |
State Tax Rate Effects |
|
|
|
|
|
|
||
State taxes, net of federal benefit (1) |
|
|
7,327 |
|
|
|
2.9 |
|
Foreign Tax Rate Effects |
|
|
|
|
|
|
||
Other foreign jurisdictions |
|
|
201 |
|
|
|
0.1 |
|
Effect of cross-border tax laws |
|
|
|
|
|
|
||
Other cross-border tax laws |
|
|
(342 |
) |
|
|
(0.1 |
) |
Tax Credits |
|
|
|
|
|
|
||
Federal R&D tax credits |
|
|
(3,921 |
) |
|
|
(1.6 |
) |
Other |
|
|
(151 |
) |
|
|
(0.1 |
) |
Nontaxable or nondeductible items |
|
|
|
|
|
|
||
Nondeductible items |
|
|
(1,157 |
) |
|
|
(0.4 |
) |
Changes in unrecognized tax benefits |
|
|
(397 |
) |
|
|
(0.2 |
) |
Other adjustments |
|
|
|
|
|
|
||
Other |
|
|
1,437 |
|
|
|
0.6 |
|
Effective tax rate for continuing operations |
|
$ |
56,092 |
|
|
|
22.2 |
% |
For the years ended December 31, 2024 and 2023, the components of the effective tax rate were as follows:
|
|
Year Ended December 31, |
|
|||||
|
|
2024 |
|
|
2023 |
|
||
|
|
Percent |
|
|
Percent |
|
||
U.S. federal taxes at statutory rate |
|
|
21.0 |
% |
|
|
21.0 |
% |
State taxes, net of federal benefit |
|
|
7.5 |
|
|
|
12.9 |
|
Foreign rate differential |
|
|
— |
|
|
|
(0.1 |
) |
Federal and state credits |
|
|
(5.6 |
) |
|
|
(4.5 |
) |
Stock compensation |
|
|
0.4 |
|
|
|
3.5 |
|
Disallowed officer compensation |
|
|
0.5 |
|
|
|
0.2 |
|
Nondeductible items |
|
|
0.5 |
|
|
|
0.7 |
|
Changes in unrecognized tax benefits |
|
|
0.1 |
|
|
|
0.2 |
|
M&A |
|
|
(0.9 |
) |
|
|
(0.3 |
) |
Other |
|
|
— |
|
|
|
— |
|
Effective tax rate for continuing operations |
|
|
23.5 |
% |
|
|
33.6 |
% |
For the year ended December 31, 2025, the effective tax rate for continuing operations was 22.2%, which is higher than the statutory tax rate of 21%, primarily due to state and local income taxes and Section 162(m) excess officers’ compensation disallowance, partially offset by federal and state research and development tax credits and windfall tax benefits on share-based compensation.
For the year ended December 31, 2024, the effective tax rate for continuing operations was 23.5%, which is higher than the statutory tax rate of 21%, primarily due to state and local income taxes, non-deductible meals, entertainment, and transportation expenses, and the Section 162 (m) excess officer compensation limitation, partially offset by federal and state research and development tax credits.
For the year ended December 31, 2023, the effective tax rate for continuing operations was 33.6%, which is higher than the statutory tax rate of 21%, primarily due to state and local income taxes inclusive of the impact from the recently passed Massachusetts apportionment tax rule, shortfalls on the taxable compensation of share-based awards, and the Section 162(m) excess officer compensation limitation, partially offset by federal and state research and development tax credits.
As of December 31, 2025 and 2024, the approximate income tax effect of each type of temporary difference and carryforward was as follows:
|
|
As of December 31, |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
|
|
(dollars in thousands) |
|
|||||
Deferred tax assets |
|
|
|
|
|
|
||
Net operating loss carryforwards |
|
$ |
184 |
|
|
$ |
219 |
|
Credit carryforwards |
|
|
3,537 |
|
|
|
915 |
|
Stock-based compensation |
|
|
4,879 |
|
|
|
5,295 |
|
Lease liability |
|
|
47,769 |
|
|
|
47,322 |
|
Accruals and reserves |
|
|
5,541 |
|
|
|
5,857 |
|
Intangible assets |
|
|
48,231 |
|
|
|
45,092 |
|
Capitalized research and development |
|
|
24,704 |
|
|
|
52,717 |
|
|
|
|
134,845 |
|
|
|
157,417 |
|
Valuation Allowance |
|
|
(407 |
) |
|
|
(324 |
) |
|
|
|
134,438 |
|
|
|
157,093 |
|
Deferred tax liabilities |
|
|
|
|
|
|
||
Prepaid expenses |
|
|
(2,807 |
) |
|
|
(2,115 |
) |
Deferred commissions |
|
|
(6,484 |
) |
|
|
(5,867 |
) |
Right of use assets |
|
|
(28,565 |
) |
|
|
(29,755 |
) |
Capital lease |
|
|
— |
|
|
|
(38 |
) |
Property and equipment |
|
|
(15,388 |
) |
|
|
(12,672 |
) |
Other |
|
|
(435 |
) |
|
|
— |
|
|
|
|
(53,679 |
) |
|
|
(50,447 |
) |
Net deferred tax assets |
|
$ |
80,759 |
|
|
$ |
106,646 |
|
For the years ended December 31, 2025 and 2024, the change in the valuation allowance was immaterial. Based upon the level of historical U.S. earnings and future projections over the period in which the net deferred tax assets are deductible, the Company believes it is more likely than not that it will realize the benefits of these deductible differences, with the exception of the deferred tax asset related to intangible assets in Ireland.
As of December 31, 2025, the Company had no federal net operating loss (“NOL”) carryforwards and had state NOL carryforwards of $2.6 million. The federal NOL carryforward, subject to an annual limitation of 80% of taxable income, does not expire. The state NOL carryforwards expire at various dates through 2040. As of December 31, 2025, the Company had federal and state tax credit carryforwards of $0.6 million and $3.7 million, respectively, available to reduce future tax liabilities. The federal tax credit carryforward expires in 2040. A portion of the state tax credit carryforwards indefinitely as it is related to California with the remainder expiring in 2040. Utilization of the NOL and tax credit carryforwards may be subject to an annual limitation due to ownership change limitations that have occurred previously or that could occur in the future, as provided by Section 382 of the Internal Revenue Code (“Section 382”), as well as similar state provisions. Ownership changes may limit the amount of NOL or tax credit carryforwards that can be utilized annually
to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section 382, results from transactions that increase the ownership of 5% stockholders in the stock of a corporation by more than 50% in the aggregate over a three-year period.
As of December 31, 2025, 2024, and 2023, changes in the gross uncertain tax position (excluding interest and penalties) were as follows:
|
|
As of December 31, |
|
|||||||||
|
|
2025 |
|
|
2024 |
|
|
2023 |
|
|||
|
|
(dollars in thousands) |
|
|||||||||
Unrecognized tax benefits at beginning of year |
|
$ |
852 |
|
|
$ |
812 |
|
|
$ |
598 |
|
Increase related to current year tax provision |
|
|
— |
|
|
|
104 |
|
|
|
178 |
|
Increase (decrease) related to prior year tax provision |
|
|
663 |
|
|
|
(19 |
) |
|
|
36 |
|
Decrease related to settlements with taxing authorities |
|
|
— |
|
|
|
(45 |
) |
|
|
— |
|
Lapse in statute of limitations |
|
|
(351 |
) |
|
|
— |
|
|
|
— |
|
Unrecognized tax benefits at end of year |
|
$ |
1,164 |
|
|
$ |
852 |
|
|
$ |
812 |
|
For the years ended December 31, 2025, 2024, and 2023, income tax liability related to uncertain tax positions, exclusive of immaterial interest or penalties related to uncertain tax provisions, was $1.2 million, $0.9 million, and $0.8 million, respectively, which would favorably affect the Company’s effective tax rate, if recognized.
The Company permanently reinvests the earnings, if any, of its foreign subsidiaries and, therefore, does not provide for U.S. income taxes that could result from the distribution of those earnings to the Company. As of December 31, 2025 and December 31, 2024, the amount of unrecognized deferred U.S. taxes on these earnings was immaterial.
The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state jurisdictions, and in various foreign jurisdictions. The Company’s tax filings remain subject to audits by applicable tax authorities for a certain length of time following the tax year to which those filings relate. Tax years 2022 and forward generally remain open for examination for federal and state tax purposes. Tax years 2021 and forward generally remain open for examination for foreign tax purposes.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 19, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2023 | Feb 26, 2024 | |
| 2022 | Mar 1, 2023 | |
| 2021 | Feb 25, 2022 | |
| 2020 | Feb 12, 2021 | |
| 2019 | Feb 14, 2020 | |
| 2018 | Feb 28, 2019 | |
| 2017 | Mar 1, 2018 | |
About Income Taxes Disclosures
The income tax disclosure reveals how much a company actually pays in taxes versus what the statutory rate would predict. Analysts focus on the effective tax rate (ETR) reconciliation, which breaks down every item driving the gap between the 21% federal rate and the company's reported ETR — including R&D credits, foreign rate differentials, and state taxes. Deferred tax assets (DTAs) and their valuation allowances signal management's confidence in future profitability: a rising allowance suggests the company doubts it can use accumulated tax benefits. Uncertain tax benefit (UTB) reserves quantify exposure to IRS challenges on aggressive positions.
Key signals to watch: sudden ETR drops without clear operational reasons, large increases in valuation allowances, growing UTB balances, and significant unremitted foreign earnings. Post-TCJA, pay attention to GILTI and BEAT provisions that affect multinational tax structures. Compare the cash taxes paid (from the cash flow statement) against the income tax provision to gauge earnings quality.