13D Filing: Starboard Value LP and Cars.com Inc (CARS)

(c)

Mr. Molinelli has not entered into any transactions in the Shares since the filing of Amendment No. 3 to the Schedule 13D.

M.

Mr. Molinelli

(a)

As of the close of business on March 23, 2018, Mr. Molinelli did not own any Shares.

Percentage: 0%

(b)

1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 0

(c)

Mr. Molinelli has not entered into any transactions in the Shares since the filing of Amendment No. 3 to the Schedule 13D.

N.

Mr. Wiener

(a)

As of the close of business on March 23, 2018, Mr. Wiener beneficially owned 526 Shares.

Percentage: Less than 1%

(b)

1. Sole power to vote or direct vote: 526 2. Shared power to vote or direct vote: 0 3. Sole power to dispose or direct the disposition: 526 4. Shared power to dispose or direct the disposition: 0

(c)

The transactions in the Shares by Mr. Wiener since the filing of Amendment No. 3 to the Schedule 13D are set forth in Schedule A and are incorporated herein by reference.

Each Reporting Person, as a member of
a “group” with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting
Person disclaims beneficial ownership of such Shares except to the extent of his or its pecuniary interest therein.

Item 6.

Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 is hereby amended to add
the following:

On March 22, 2018,
Starboard and the Issuer entered into the Agreement defined and described in Item 4 above and attached as Exhibit 99.1 hereto.

On March 23, 2018,
the Reporting Persons entered into a Joint Filing Agreement in which the Reporting Persons who will remain Reporting Persons subsequent
to this Amendment No. 4 agreed to the joint filing on behalf of each of them of statements on Schedule 13D with respect to the
securities of the Issuer to the extent required by applicable law. A copy of this agreement is attached hereto as Exhibit 99.2
and is incorporated herein by reference.