On October 30, 2023, CarGurus, Inc. announced the appointment of Elisa Palazzo as the Company?s Chief Financial Officer in addition to its Principal Financial Officer and Principal Accounting Officer effective as of December 4, 2023 (the ?Start Date?). In connection with the appointment of Ms. Palazzo as the Company?s Chief Financial Officer, Jason Trevisan, the Company?s Chief Executive Officer, will step down as the Company?s Principal Financial Officer and Principal Accounting Officer effective as of the Start Date.
Ms. Palazzo, age 41, joins the Company from Talkspace, Inc., a healthcare software company, where she currently serves as Deputy Chief Financial Officer, a role she has held since April 2023, and as Senior Vice President of Finance, a role she assumed in 2021 as part of Hudson Executive Capital?s involvement in Talkspace, Inc. Between October 2020 and April 2023 she was a Senior Analyst and Managing Director at Hudson Executive Capital, overseeing investments in consumer, online and digital media companies. Previously, from January 2019 to September 2020, she served as an investor and Director at PSP Investments, a pension investment manager company. Prior to that, Ms. Palazzo served as a Senior Investment Analyst at Point72 Asset Management, a hedge fund company, from August 2016 to November 2018, and as an Investment Analyst at Coltrane Asset Management, a hedge fund company, from November 2012 to August 2016. Between 2005 and 2012 she held various roles at Credit Suisse, a financial services company. Ms. Palazzo holds a Master of Business Administration degree from Harvard Business School and a Master of Science in Corporate Finance from Bocconi University. In conjunction with her appointment, the Company and Ms. Palazzo entered into an offer letter (the ?Offer Letter?), pursuant to which she will be subject to standard confidentiality, intellectual property assignment and non-compete provisions. Pursuant to the Offer Letter, Ms. Palazzo will receive an annual base salary of $390,000 and will be eligible to participate in the CarGurus Annual Incentive Plan, with a target bonus of up to $250,000, which, for 2023, will be prorated based upon the Start Date. Ms. Palazzo will receive a one-time cash sign-on bonus of $50,000, which will be paid within the first 60 days from the Start Date. If Ms. Palazzo?s employment with the Company terminates, for any reason, within 12 months, or on the one-year anniversary, of the Start Date, she must immediately repay the sign-on bonus to the Company. Pursuant to the Offer Letter, if the Company terminates Ms. Palazzo?s employment without cause (as defined in the Offer Letter), or Ms. Palazzo terminates her employment for good reason (as defined in the Offer Letter), she will receive accrued compensation through the date of termination and, provided she executes and does not revoke a release of claims, she will be entitled to (i) a severance payment of an amount equal to nine months of her base salary, which will be paid in substantially equal installments in accordance with the Company?s payroll practices over six months commencing within 60 days following her termination of employment and (ii) reimbursement on a monthly basis for the COBRA premiums that Ms. Palazzo pays for continued health care coverage under the Company?s group health plans for herself and her dependents until the earlier of nine months, until she becomes eligible under another employer?s group coverage or until she ceases to be eligible for COBRA coverage for any reason. As a condition to her employment, Ms. Palazzo also signed a customary confidential information and invention assignment agreement with the Company, which provides that at all times during Ms. Palazzo?s employment and thereafter, she will maintain the confidentiality of all confidential information obtained by her as a result of her employment and assign to the Company all inventions relating to her employment with the Company. In addition, during the term of Ms. Palazzo?s employment, and for the one-year period.