[Form 4] CARVANA CO. Insider Trading Activity
Ernest C. Garcia III, Carvana CEO, director and 10% owner, reported multiple sales of Class A common stock on 09/19/2025. The Form 4 shows aggregated dispositions of 921,926 shares executed in multiple trades at volume-weighted average prices reported in ranges from about $380.83 to $390.57. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted December 13, 2024. Shares sold were held indirectly through the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III, where the reporting person serves as trustee.
- Sales were executed under a Rule 10b5-1 trading plan, providing an affirmative defense and transparency about timing
- Form 4 includes detailed trade price ranges and identifies indirect holding trusts, improving disclosure quality
- Substantial disposition of shares: 921,926 Class A shares sold on 09/19/2025, reducing insider ownership
- Transactions executed at prices between approximately $380.83 and $390.57, representing significant insider liquidity
Insights
TL;DR: Large, preplanned insider sale totaling 921,926 shares executed under a 10b5-1 plan; procedural, not an ad-hoc trade.
The Form 4 documents a sizable, single-day disposition by the CEO and significant stockholder via multiple executed trades. The filing explicitly states the sales were made under a Rule 10b5-1 plan, which provides an affirmative defense for trading while in possession of material nonpublic information when the plan was adopted. From an investor-monitoring standpoint, the sale reduces insider-held Class A shares by the reported amount, but the plan status reduces concerns about opportunistic timing. The filing does not disclose proceeds, intent for proceeds, or any change in ownership control beyond the reported post-transaction holdings.
TL;DR: Governance disclosure is complete for the reported transactions and confirms use of a documented 10b5-1 plan.
The Form 4 provides required details: transaction date, codes, share counts, and price ranges by trade batch, plus the trustee relationships for indirect holdings. The inclusion of explanatory notes and the 10b5-1 plan adoption date improves transparency. The filing does not indicate any amendment or other unusual arrangements. Material governance implication is the decrease in insider stake, disclosed as held indirectly through two named trusts where the reporting person serves as trustee.