X0306 4/A 2017-05-31 2017-06-02 0 0001683606 Cars.com Inc. CARS 0001368092 Sheehan Becky A C/O CARS.COM INC. 300 S. RIVERSIDE PLAZA, SUITE 1000 CHICAGO IL 60606 0 1 0 0 Chief Financial Officer Common Stock 2017-05-31 4 A 0 91076 0.00 A 91076 D Restricted stock units (RSUs) granted under the Cars.com Inc. (the "Company") Omnibus Incentive Compensation Plan, subject to vesting. Each RSU represents a right to receive one share of the Company's common stock. This amendment is being filed to reflect the Company's new practice of reporting RSU awards on Table I and is reporting the same RSUs on this form as were reported on Table II of the Form 4A that was filed on Monday, June 12, 2017 and on Table II of the Form 4 that was filed on Friday, June 2, 2017. /s/ James F. Rogers, as Attorney-in-Fact for Becky A. Sheehan 2017-06-13