[Form 4] Carvana Co. Insider Trading Activity

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Insider Trade Summary

Net Seller: 50,437 shares ($19,658,588)

Net Sell 28 txns

Insider JENKINS MARK W.

Role Chief Financial Officer

Sold 50,437 shs ($19.66M)

Type	Security	Shares	Price	Value
Conversion	Class B Units	25,403	$4.878	$124K
Conversion	Class A Common Stock	20,000	$0.00	--
Exercise	Stock Options (Right to Buy)	10,000	$0.00	--
Exercise	Stock Options (Right to Buy)	2,000	$0.00	--
Exercise	Stock Options (Right to Buy)	750	$0.00	--
Exercise	Class A Common Stock	10,000	$10.07	$101K
Exercise	Class A Common Stock	2,000	$42.03	$84K
Exercise	Class A Common Stock	750	$51.97	$39K
Sale	Class A Common Stock	800	$365.91	$293K
Sale	Class A Common Stock	1,400	$366.02	$512K
Sale	Class A Common Stock	1,697	$367.85	$624K
Sale	Class A Common Stock	1,100	$368.82	$406K
Sale	Class A Common Stock	2,082	$369.94	$770K
Sale	Class A Common Stock	500	$370.85	$185K
Sale	Class A Common Stock	1,000	$372.41	$372K
Sale	Class A Common Stock	1,121	$373.34	$419K
Sale	Class A Common Stock	800	$374.42	$300K
Sale	Class A Common Stock	700	$375.63	$263K
Sale	Class A Common Stock	200	$377.37	$75K
Sale	Class A Common Stock	400	$378.55	$151K
Sale	Class A Common Stock	950	$380.74	$362K
Tax Withholding	Class A Common Stock	1,220	$367.78	$449K
Exercise	Stock Options (Right to Buy)	17,687	$0.00	--
Exercise	Class A Common Stock	17,687	$296.05	$5.24M
Sale	Class A Common Stock	12,556	$393.72	$4.94M
Sale	Class A Common Stock	17,687	$396.05	$7.00M
Sale	Class A Common Stock	300	$399.22	$120K
Sale	Class A Common Stock	7,144	$400.00	$2.86M

Holdings After Transaction: Class B Units — 167,470 shares (Direct); Class A Common Stock — 209,800 shares (Direct); Stock Options (Right to Buy) — 218,513 shares (Direct)

Footnotes (1)

The reported unit conversions, option exercises, and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024. This transaction was executed in multiple trades at prices ranging from $399.00 to $399.43, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $365.45 to $366.43, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $366.47 to $367.32, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $367.51 to $368.44, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $368.52 to $369.27, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $369.55 to $370.25, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $370.75 to $371.05, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $371.89 to $372.86, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $372.89 to $373.85, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $374.06 to $374.86, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $375.26 to $376.14, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $377.08 to $377.66, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $378.32 to $378.80, inclusive. 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. This transaction was executed in multiple trades at prices ranging from $380.70 to $380.88, inclusive. 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. 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. Pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement"), holders of Class B Units may exchange their Class B Units for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock Value less the Adjusted Participation Threshold (as each term is defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value. The Reporting Person was granted the 200,000 Class B Units on March 24, 2015 with a participation threshold of $4.878, 40,000 of which vested on March 1, 2016 and 3,333 of which vested on the first of each month thereafter. The Class B Units have no expiration date. 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, 2022 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer. 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. 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, 2025 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.

Form 4 Insider Transactions: What Each Field Means →

08/04/2025 - 05:16 PM

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).

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^*

JENKINS MARK W.

(Last)

(First)

(Middle)

C/O CARVANA CO.

300 E. RIO SALADO PKWY

(Street)

TEMPE

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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	07/31/2025		M⁽¹⁾		17,687⁽¹⁾	A	$296.05	228,707	D
Class A Common Stock	07/31/2025		S⁽¹⁾		12,556	D	$393.72	216,151	D
Class A Common Stock	07/31/2025		S⁽¹⁾		17,687	D	$396.05	198,464	D
Class A Common Stock	07/31/2025		S⁽¹⁾		300	D	$399.22⁽²⁾	198,164	D
Class A Common Stock	07/31/2025		S⁽¹⁾		7,144	D	$400	191,020	D
Class A Common Stock	08/01/2025		M		10,000⁽¹⁾	A	$10.07	201,020	D
Class A Common Stock	08/01/2025		M		2,000⁽¹⁾	A	$42.03	203,020	D
Class A Common Stock	08/01/2025		M		750⁽¹⁾	A	$51.97	203,770	D
Class A Common Stock	08/01/2025		S⁽¹⁾		800	D	$365.91⁽³⁾	202,970	D
Class A Common Stock	08/01/2025		S⁽¹⁾		1,400	D	$366.02⁽⁴⁾	201,570	D
Class A Common Stock	08/01/2025		S⁽¹⁾		1,697	D	$367.85⁽⁵⁾	199,873	D
Class A Common Stock	08/01/2025		S⁽¹⁾		1,100	D	$368.82⁽⁶⁾	198,773	D
Class A Common Stock	08/01/2025		S⁽¹⁾		2,082	D	$369.94⁽⁷⁾	196,691	D
Class A Common Stock	08/01/2025		S⁽¹⁾		500	D	$370.85⁽⁸⁾	196,191	D
Class A Common Stock	08/01/2025		S⁽¹⁾		1,000	D	$372.41⁽⁹⁾	195,191	D
Class A Common Stock	08/01/2025		S⁽¹⁾		1,121	D	$373.34⁽¹⁰⁾	194,070	D
Class A Common Stock	08/01/2025		S⁽¹⁾		800	D	$374.42⁽¹¹⁾	193,270	D
Class A Common Stock	08/01/2025		S⁽¹⁾		700	D	$375.63⁽¹²⁾	192,570	D
Class A Common Stock	08/01/2025		S⁽¹⁾		200	D	$377.37⁽¹³⁾	192,370	D
Class A Common Stock	08/01/2025		S⁽¹⁾		400	D	$378.55⁽¹⁴⁾	191,970	D
Class A Common Stock	08/01/2025		S⁽¹⁾		950	D	$380.74⁽¹⁵⁾	191,020	D
Class A Common Stock	08/01/2025		F		1,220⁽¹⁶⁾	D	$367.78	189,800	D
Class A Common Stock	08/04/2025		C⁽¹⁾		20,000	A	$0⁽¹⁷⁾⁽¹⁸⁾	209,800	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options (Right to Buy)	$296.05	07/31/2025		M⁽¹⁾			17,687	04/01/2022⁽¹⁹⁾	02/14/2031	Class A Common Stock	17,687	$0	0	D
Stock Options (Right to Buy)	$10.07	08/01/2025		M⁽¹⁾			10,000	04/01/2024⁽²⁰⁾	02/22/2033	Class A Common Stock	10,000	$0	218,513	D
Stock Options (Right to Buy)	$42.03	08/01/2025		M⁽¹⁾			2,000	04/01/2025⁽²¹⁾	01/24/2034	Class A Common Stock	2,000	$0	64,703	D
Stock Options (Right to Buy)	$51.97	08/01/2025		M⁽¹⁾			750	04/01/2025⁽²¹⁾	02/13/2034	Class A Common Stock	750	$0	24,596	D
Class B Units	$4.878	08/04/2025		C⁽¹⁾⁽¹⁸⁾			25,403⁽¹⁾⁽¹⁸⁾	⁽¹⁸⁾	⁽¹⁸⁾	Class A Common Stock	20,000⁽¹⁷⁾	$4.878	167,470	D

Explanation of Responses:

1. The reported unit conversions, option exercises, and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024.

2. This transaction was executed in multiple trades at prices ranging from $399.00 to $399.43, inclusive. 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.

3. This transaction was executed in multiple trades at prices ranging from $365.45 to $366.43, inclusive. 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 $366.47 to $367.32, inclusive. 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.

5. This transaction was executed in multiple trades at prices ranging from $367.51 to $368.44, inclusive. 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.

6. This transaction was executed in multiple trades at prices ranging from $368.52 to $369.27, inclusive. 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.

7. This transaction was executed in multiple trades at prices ranging from $369.55 to $370.25, inclusive. 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.

8. This transaction was executed in multiple trades at prices ranging from $370.75 to $371.05, inclusive. 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.

9. This transaction was executed in multiple trades at prices ranging from $371.89 to $372.86, inclusive. 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.

10. This transaction was executed in multiple trades at prices ranging from $372.89 to $373.85, inclusive. 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.

11. This transaction was executed in multiple trades at prices ranging from $374.06 to $374.86, inclusive. 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.

12. This transaction was executed in multiple trades at prices ranging from $375.26 to $376.14, inclusive. 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.

13. This transaction was executed in multiple trades at prices ranging from $377.08 to $377.66, inclusive. 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.

14. This transaction was executed in multiple trades at prices ranging from $378.32 to $378.80, inclusive. 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.

15. This transaction was executed in multiple trades at prices ranging from $380.70 to $380.88, inclusive. 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.

16. 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.

17. Pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement"), holders of Class B Units may exchange their Class B Units for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock Value less the Adjusted Participation Threshold (as each term is defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value.

18. The Reporting Person was granted the 200,000 Class B Units on March 24, 2015 with a participation threshold of $4.878, 40,000 of which vested on March 1, 2016 and 3,333 of which vested on the first of each month thereafter. The Class B Units have no expiration date.

19. 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, 2022 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.

20. 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.

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, 2025 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 Mark W. Jenkins	08/04/2025
	** 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.

Source: View Original Filing on SEC EDGAR