Carvana (CVNA) COO Huston exercises 10,000 options, sells stock under plan

Rhea-AI Filing Summary

Carvana Co.'s Chief Operating Officer Benjamin E. Huston reported multiple equity transactions. On February 1, 2026, 1,219 shares of Class A Common Stock were withheld to cover taxes upon vesting of restricted stock units.

On February 2, 2026, Huston exercised 10,000 stock options at an exercise price of $10.07 per share, receiving 10,000 Class A shares, and then executed a series of open-market sales in blocks ranging from 40 to 1,426 shares at prices between about $394 and $418 per share under a pre-established Rule 10b5-1 trading plan. Following these transactions, he directly owned 98,652 Class A shares and 328,513 stock options.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HUSTON BENJAMIN E.

(Last) (First) (Middle)

C/O CARVANA CO.

300 E. RIO SALADO PARKWAY

(Street)

TEMPE AZ 85281

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CARVANA CO. [ CVNA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	02/01/2026		F		1,219(1)	D	$401.11	98,652	D
Class A Common Stock	02/02/2026		M		10,000(2)	A	$10.07	108,652	D
Class A Common Stock	02/02/2026		S		80(2)	D	$394.05	108,572	D
Class A Common Stock	02/02/2026		S		80(2)	D	$396.22(3)(4)	108,492	D
Class A Common Stock	02/02/2026		S		200(2)	D	$397.66(3)(5)	108,292	D
Class A Common Stock	02/02/2026		S		200(2)	D	$399.14(3)(6)	108,092	D
Class A Common Stock	02/02/2026		S		80(2)	D	$400.08	108,012	D
Class A Common Stock	02/02/2026		S		40(2)	D	$402.54	107,972	D
Class A Common Stock	02/02/2026		S		80(2)	D	$403.89(3)(7)	107,892	D
Class A Common Stock	02/02/2026		S		80(2)	D	$405.01(3)(8)	107,812	D
Class A Common Stock	02/02/2026		S		280(2)	D	$406.67(3)(9)	107,532	D
Class A Common Stock	02/02/2026		S		1,426(2)	D	$407.9(3)(10)	106,106	D
Class A Common Stock	02/02/2026		S		742(2)	D	$408.83(3)(11)	105,364	D
Class A Common Stock	02/02/2026		S		440(2)	D	$409.82(3)(12)	104,924	D
Class A Common Stock	02/02/2026		S		864(2)	D	$410.91(3)(13)	104,060	D
Class A Common Stock	02/02/2026		S		976(2)	D	$411.95(3)(14)	103,084	D
Class A Common Stock	02/02/2026		S		640(2)	D	$412.88(3)(15)	102,444	D
Class A Common Stock	02/02/2026		S		827(2)	D	$414.01(3)(16)	101,617	D
Class A Common Stock	02/02/2026		S		960(2)	D	$415.09(3)(17)	100,657	D
Class A Common Stock	02/02/2026		S		842(2)	D	$416.08(3)(18)	99,815	D
Class A Common Stock	02/02/2026		S		522(2)	D	$416.93(3)(19)	99,293	D
Class A Common Stock	02/02/2026		S		641(2)	D	$418.02(3)(20)	98,652	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (Right to Buy)	$10.07	02/02/2026		M(2)			10,000	04/01/2024(21)	02/22/2033	Class A Common Stock	10,000	$0	328,513	D

Explanation of Responses:

1. Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.

2. The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").

3. The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.

4. This transaction was executed in multiple trades at prices ranging from $396.10 to $396.33, inclusive.

5. This transaction was executed in multiple trades at prices ranging from $397.50 to $398.05 inclusive.

6. This transaction was executed in multiple trades at prices ranging from $398.59 to $399.55, inclusive.

7. This transaction was executed in multiple trades at prices ranging from $403.66 to $404.12, inclusive.

8. This transaction was executed in multiple trades at prices ranging from $404.82 to $405.20, inclusive.

9. This transaction was executed in multiple trades at prices ranging from $406.37 to $407.10, inclusive.

10. This transaction was executed in multiple trades at prices ranging from $407.41 to $408.38 inclusive.

11. This transaction was executed in multiple trades at prices ranging from $408.43 to $409.21, inclusive.

12. This transaction was executed in multiple trades at prices ranging from $409.44 to $410.36, inclusive.

13. This transaction was executed in multiple trades at prices ranging from $410.46 to $411.45, inclusive.

14. This transaction was executed in multiple trades at prices ranging from $411.47 to $412.45, inclusive.

15. This transaction was executed in multiple trades at prices ranging from $412.48 to $413.43, inclusive.

16. This transaction was executed in multiple trades at prices ranging from $413.52 to $414.45, inclusive.

17. This transaction was executed in multiple trades at prices ranging from $414.56 to $415.54, inclusive.

18. This transaction was executed in multiple trades at prices ranging from $415.56 to $416.55, inclusive.

19. This transaction was executed in multiple trades at prices ranging from $416.56 to $417.45, inclusive.

20. This transaction was executed in multiple trades at prices ranging from $417.61 to $418.50, inclusive.

21. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Benjamin E. Huston	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Carvana (CVNA) COO Benjamin Huston report?

Benjamin Huston reported exercising 10,000 stock options at $10.07 per share and selling the resulting Class A Common Stock in multiple trades. He also had 1,219 shares withheld to cover taxes on restricted stock unit vesting.

How many Carvana (CVNA) shares does COO Benjamin Huston own after this Form 4?

After the reported transactions, Benjamin Huston directly owns 98,652 shares of Carvana Class A Common Stock. He also beneficially owns 328,513 stock options, providing rights to purchase additional shares subject to their vesting and expiry terms.

At what prices did Carvana (CVNA) COO Benjamin Huston sell shares?

Benjamin Huston’s open-market sales occurred in multiple trades at prices ranging from about $394.05 to $418.02 per share. The filing reports volume-weighted average prices, with detailed trade ranges provided in the footnotes for each sale transaction.

Were Carvana (CVNA) COO Benjamin Huston’s stock sales pre-planned?

Yes. The option exercises and related stock sales were carried out under a Rule 10b5-1 trading plan adopted on December 13, 2024. Such plans allow insiders to schedule trades in advance, helping separate personal trading from later nonpublic information.

What tax-related transaction did Carvana (CVNA) report for Benjamin Huston?

The filing shows 1,219 shares of Class A Common Stock were withheld on February 1, 2026. These shares covered tax obligations arising from the vesting of restricted stock units granted to Benjamin Huston under various equity award programs.

What are the key terms of Benjamin Huston’s Carvana stock options?

The reported non-qualified stock options have a $10.07 exercise price and are exercisable for 10,000 Class A shares. They vested 25% on April 1, 2024 and then monthly over three years, contingent on Benjamin Huston’s continued service with Carvana.