Carvana Insider Sale: Ernest C. Garcia III Disposes 201 Class A Shares

Rhea-AI Filing Summary

Ernest C. Garcia III, identified as Chief Executive Officer, director and a >10% owner of Carvana Co. (CVNA), reported sales of Class A common stock on 08/22/2025. The Form 4 shows two reported dispositions executed under a Rule 10b5-1 trading plan adopted December 13, 2024: one sale reported at a volume-weighted price of $361.49 for 100 shares and a second sale reported at a volume-weighted price of $362.18 for 101 shares (executed at prices ranging $361.49–$362.27). The filing discloses trust ownership: the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III, for which Mr. Garcia is Investment Trustee and Co-Administrative Trustee. The form is signed by an attorney-in-fact, Paul Breaux, on behalf of Mr. Garcia on 08/26/2025.

Insights

Securities Analyst

TL;DR: CEO/director sold a small number of Class A shares under a pre-established 10b5-1 plan; transaction is routine but material for disclosure.

The Form 4 documents two small dispositions executed on 08/22/2025 under a Rule 10b5-1 plan adopted 12/13/2024. Reported execution prices were a volume-weighted average of $361.49 and $362.18 with trade executions between $361.49 and $362.27. As CEO, director and >10% holder, Mr. Garcia's trades are required disclosures; the use of a 10b5-1 plan reduces ambiguity about intent. The filing also clarifies that some shares are held in trusts (Irrevocable 2004 Trust III and Multi-Generational Trust III) for which he serves as Investment Trustee and Co-Administrative Trustee.

Corporate Governance Expert

TL;DR: Insider sales executed via a documented trading plan; governance disclosure appears complete and properly authorized.

The Form 4 indicates transactions were effected pursuant to an existing Rule 10b5-1 plan, which is standard governance practice for predictable insider trading. The filing includes trustee roles and identifies an attorney-in-fact signature, suggesting appropriate execution and delegation. No other material event or change in ownership percentage is disclosed within the form.

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^*

GARCIA ERNEST C. III

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/22/2025		S		100(1)	D	$361.49	511,440	I	Ernest Irrevocable 2004 Trust III(2)
Class A Common Stock	08/22/2025		S		101(1)	D	$362.18(3)	611,440	I	Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock								923,155	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

Explanation of Responses:

1. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024.

2. These shares of Class A Common Stock are held directly by the Ernest Irrevocable 2004 Trust III (the "Irrevocable Trust"). The Reporting Person is the Investment Trustee and Co-Administrative Trustee of the Irrevocable Trust.

3. This transaction was executed in multiple trades at prices ranging from $361.49 to $362.27 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.

4. These shares of Class A Common Stock are held directly by the Ernest C. Garcia III Multi-Generational Trust III (the "Multi-Generational Trust"). The Reporting Person is the Investment Trustee and Co-Administrative Trustee of the Multi-Generational Trust.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Ernest C. Garcia, III	08/26/2025
	** 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.
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FAQ

What shares did Ernest C. Garcia III sell in the Form 4 for CVNA?

The Form 4 reports two dispositions of Class A common stock on 08/22/2025: one for 100 shares and one for 101 shares.

At what prices were the CVNA shares sold by the reporting person?

The reported volume-weighted sale prices were $361.49 for the 100-share sale and $362.18 for the 101-share sale; trades executed in the range $361.49–$362.27.

Were these sales part of a planned program or ad-hoc trades?

The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2024.

What ownership interests does Ernest C. Garcia III hold in CVNA according to the filing?

The filing identifies Mr. Garcia as Chief Executive Officer, director and a >10% owner, and discloses shares held by the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III.

Who signed the Form 4 on behalf of Ernest C. Garcia III?

The Form 4 is signed by Paul Breaux, by power of attorney for Ernest C. Garcia III, dated 08/26/2025.