Ernest C. Garcia III disposes 923,155 CVNA shares via 10b5-1 trades
Rhea-AI Filing Summary
Ernest C. Garcia III reported multiple dispositions of Class A common stock of Carvana Co. (CVNA) executed on 08/15/2025 pursuant to a Rule 10b5-1 trading plan adopted December 13, 2024. The filing lists aggregate dispositions of 923,155 shares sold in multiple trades with executed prices reported across many ranges; the lowest reported trade prices began at $338.56 and the highest reported trade prices reached $351.03. The report shows indirect beneficial ownership through two trusts—the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III—with reported post-transaction holdings displayed in the filing in the range of about 536,440 to 640,988 shares for those accounts. The transactions were signed by a power of attorney on behalf of the reporting person.
Positive
- Transactions executed pursuant to a Rule 10b5-1 trading plan, indicating pre-planned, compliant insider sales
- Detailed price ranges and VWAP disclosures for multiple trades increase transparency
Negative
- Substantial insider disposals totaling 923,155 shares reported on a single date, representing a material insider liquidity event
- Reported post-transaction beneficial holdings vary across entries, which may require careful review to reconcile exact retained exposure
Insights
TL;DR: Routine, pre-planned insider sales under a 10b5-1 plan; sizable volume but no new disclosures about company operations.
The filing documents substantial sales totaling 923,155 Class A shares executed on 08/15/2025 under a Rule 10b5-1 plan adopted 12/13/2024. Reporting multiple VWAPs and price ranges (approximately $338.56–$351.03) increases transparency on execution. These are disposals reported as indirect holdings via two trusts, indicating sales did not stem from open-market ad hoc insider trading. From an investor-impact perspective, the filing is informational about insider liquidity but does not convey any operating or financial change at the issuer.
TL;DR: Governance signal—insider used an established 10b5-1 plan, enhancing procedural compliance despite the material size of sales.
The filing confirms that sales were effected under a pre-established Rule 10b5-1 trading plan, which provides the reporting person an affirmative defense against claims of trading on material nonpublic information. The use of a power of attorney to sign the Form 4 is noted. The magnitude of reported disposals (923,155 shares) is material in absolute terms and should be interpreted as an insider liquidity event, but the plan-based execution supports procedural compliance rather than opportunistic trading.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 452 | $339.10 | $153K |
| Sale | Class A Common Stock | 452 | $339.10 | $153K |
| Sale | Class A Common Stock | 416 | $339.76 | $141K |
| Sale | Class A Common Stock | 415 | $340.25 | $141K |
| Sale | Class A Common Stock | 142 | $340.62 | $48K |
| Sale | Class A Common Stock | 143 | $340.67 | $49K |
| Sale | Class A Common Stock | 54 | $341.87 | $18K |
| Sale | Class A Common Stock | 53 | $342.37 | $18K |
| Sale | Class A Common Stock | 257 | $342.96 | $88K |
| Sale | Class A Common Stock | 258 | $343.66 | $89K |
| Sale | Class A Common Stock | 113 | $344.11 | $39K |
| Sale | Class A Common Stock | 112 | $344.32 | $39K |
| Sale | Class A Common Stock | 131 | $345.48 | $45K |
| Sale | Class A Common Stock | 132 | $345.91 | $46K |
| Sale | Class A Common Stock | 413 | $346.76 | $143K |
| Sale | Class A Common Stock | 413 | $346.76 | $143K |
| Sale | Class A Common Stock | 790 | $347.42 | $274K |
| Sale | Class A Common Stock | 789 | $347.92 | $275K |
| Sale | Class A Common Stock | 1,025 | $348.42 | $357K |
| Sale | Class A Common Stock | 1,026 | $348.99 | $358K |
| Sale | Class A Common Stock | 791 | $349.65 | $277K |
| Sale | Class A Common Stock | 791 | $349.65 | $277K |
| Sale | Class A Common Stock | 416 | $350.56 | $146K |
| Sale | Class A Common Stock | 416 | $350.56 | $146K |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024. This transaction was executed in multiple trades at prices ranging from $338.56 to $339.56 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. 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. 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. This transaction was executed in multiple trades at prices ranging from $339.57 to $340.08 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 $340.08 to $340.54 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 $340.59 to $340.63, 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 $340.63 to $340.81, 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 $341.87 to $342.70 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 $342.96 to $343.01 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 $343.01 to $343.91 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 $344.02 to $344.16 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 $344.16 to $345.00, 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 $345.10 to $345.80 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 $345.80 to $346.08 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 $346.18 to $347.18 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 $347.19 to $347.65 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 $347.65 to $348.18 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 $348.20 to $348.74 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 $348.74 to $349.20 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 $349.21 to $350.21 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 $350.27 to $351.03 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.