[Form 4] Carvana Co. Insider Trading Activity

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Ernest C. Garcia III, Carvana CEO, director and >10% owner, reported multiple open-market sales of Class A common stock on 09/05/2025 under a Rule 10b5-1 trading plan adopted December 13, 2024. The Form 4 shows aggregate reported disposals of 921,926 shares. Reported trades executed at volume-weighted average prices ranging approximately from $357.25 to $377.49 across several trade lots; the form provides specific VWAPs for grouped trades. The filing was signed on behalf of Mr. Garcia by a power of attorney on 09/09/2025. The report lists Mr. Garcia as Investment Trustee for two trusts that directly hold the shares reported.

Insights

TL;DR: CEO executed a pre-established 10b5-1 plan and sold 921,926 Class A shares at VWAPs between ~$357 and ~$377 on 09/05/2025.

The sales were effected pursuant to a Rule 10b5-1 plan adopted on December 13, 2024, and the Form 4 discloses grouped volume-weighted average prices for multiple trades. The filing documents beneficial ownership through two trusts with Mr. Garcia as trustee. From a market-impact perspective, the transaction is a documented, pre-planned disposition rather than an ad-hoc sale; the Form 4 provides no additional context on purposes or proceeds.

TL;DR: Significant insider disposals by a CEO and >10% owner are material to governance signaling; these sales were made under a 10b5-1 plan.

The disclosure identifies Mr. Garcia as CEO, director and a >10% owner and shows large, sequential disposals totaling 921,926 shares. While the use of a 10b5-1 plan provides an affirmative defense and pre-clearance context, such sizable sales by a controlling executive are noteworthy for shareholders evaluating insider alignment and stake retention. The filing does not state any change to his roles or further governance actions.

Insider Trade Summary

Net Seller: 10,000 shares ($3,647,394)

Net Sell 25 txns

Insider GARCIA ERNEST C. III

Role Chief Executive Officer

Sold 10,000 shs ($3.65M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	150	$357.67	$54K
Sale	Class A Common Stock	150	$357.67	$54K
Sale	Class A Common Stock	200	$360.37	$72K
Sale	Class A Common Stock	200	$360.37	$72K
Sale	Class A Common Stock	893	$361.60	$323K
Sale	Class A Common Stock	892	$362.08	$323K
Sale	Class A Common Stock	657	$362.93	$238K
Sale	Class A Common Stock	658	$363.42	$239K
Sale	Class A Common Stock	1,150	$364.21	$419K
Sale	Class A Common Stock	1,150	$364.21	$419K
Sale	Class A Common Stock	1,022	$365.16	$373K
Sale	Class A Common Stock	1,022	$365.16	$373K
Sale	Class A Common Stock	278	$366.21	$102K
Sale	Class A Common Stock	278	$366.21	$102K
Sale	Class A Common Stock	100	$367.59	$37K
Sale	Class A Common Stock	100	$367.59	$37K
Sale	Class A Common Stock	69	$369.15	$25K
Sale	Class A Common Stock	68	$369.15	$25K
Sale	Class A Common Stock	131	$370.32	$49K
Sale	Class A Common Stock	132	$370.51	$49K
Sale	Class A Common Stock	200	$375.30	$75K
Sale	Class A Common Stock	200	$375.30	$75K
Sale	Class A Common Stock	150	$377.24	$57K
Sale	Class A Common Stock	150	$377.24	$57K
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 471,290 shares (Indirect, Ernest Irrevocable 2004 Trust III); Class A Common Stock — 921,926 shares (Direct)

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 $357.25 to $358.07 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 $360.08 to $360.97 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 $361.37 to $361.79 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 $361.79 to $362.33 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 $362.57 to $363.18, 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 $363.18 to $363.56, 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. This transaction was executed in multiple trades at prices ranging from $363.76 to $364.67, 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 $364.77 to $365.77, 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 $365.78 to $366.54, 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 $370.30 to $370.38, 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 $370.38 to $370.71, 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 $375.09 to $375.68, 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 $376.99 to $377.49, 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.

Form 4 Insider Transactions: What Each Field Means →

09/09/2025 - 06:48 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^*

GARCIA ERNEST C. III

(Last)

(First)

(Middle)

C/O CARVANA CO.

300 E. RIO SALADO PARKWAY

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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	09/05/2025		S		150⁽¹⁾	D	$357.67⁽²⁾	471,290	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		150⁽¹⁾	D	$357.67⁽²⁾	571,290	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		200⁽¹⁾	D	$360.37⁽⁵⁾	471,090	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		200⁽¹⁾	D	$360.37⁽⁵⁾	571,090	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		893⁽¹⁾	D	$361.6⁽⁶⁾	470,197	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		892⁽¹⁾	D	$362.08⁽⁷⁾	570,198	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		657⁽¹⁾	D	$362.93⁽⁸⁾	469,540	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		658⁽¹⁾	D	$363.42⁽⁹⁾	569,540	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		1,150⁽¹⁾	D	$364.21⁽¹⁰⁾	468,390	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		1,150⁽¹⁾	D	$364.21⁽¹⁰⁾	568,390	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		1,022⁽¹⁾	D	$365.16⁽¹¹⁾	467,368	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		1,022⁽¹⁾	D	$365.16⁽¹¹⁾	567,368	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		278⁽¹⁾	D	$366.21⁽¹²⁾	467,090	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		278⁽¹⁾	D	$366.21⁽¹²⁾	567,090	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		100⁽¹⁾	D	$367.59	466,990	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		100⁽¹⁾	D	$367.59	566,990	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		69⁽¹⁾	D	$369.15	466,921	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		68⁽¹⁾	D	$369.15	566,922	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		131⁽¹⁾	D	$370.32⁽¹³⁾	466,790	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		132⁽¹⁾	D	$370.51⁽¹⁴⁾	566,790	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		200⁽¹⁾	D	$375.3⁽¹⁵⁾	466,590	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		200⁽¹⁾	D	$375.3⁽¹⁵⁾	566,590	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock	09/05/2025		S		150⁽¹⁾	D	$377.24⁽¹⁶⁾	466,440	I	Ernest Irrevocable 2004 Trust III⁽³⁾
Class A Common Stock	09/05/2025		S		150⁽¹⁾	D	$377.24⁽¹⁶⁾	566,440	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁴⁾
Class A Common Stock								921,926	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)

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. This transaction was executed in multiple trades at prices ranging from $357.25 to $358.07 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. 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.

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.

5. This transaction was executed in multiple trades at prices ranging from $360.08 to $360.97 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 $361.37 to $361.79 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 $361.79 to $362.33 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 $362.57 to $363.18, 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.

9. This transaction was executed in multiple trades at prices ranging from $363.18 to $363.56, 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.

10. This transaction was executed in multiple trades at prices ranging from $363.76 to $364.67, 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 $364.77 to $365.77, 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 $365.78 to $366.54, 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.

13. This transaction was executed in multiple trades at prices ranging from $370.30 to $370.38, 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 $370.38 to $370.71, 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 $375.09 to $375.68, 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. This transaction was executed in multiple trades at prices ranging from $376.99 to $377.49, 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.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Ernest C. Garcia, III	09/09/2025
	** 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

[Form 4] Carvana Co. Insider Trading Activity

Rhea-AI Filing Summary

Positive

Negative

Insights

Financial Analyst neutral

Corporate Governance Expert negative

Insider Trade Summary