CVNA Insider Breaux Cuts Stake by 13% in $5.4M Sale

Rhea-AI Filing Summary

Insider activity overview: On 08/05/2025, Paul W. Breaux—Vice President, General Counsel & Secretary of Carvana Co. (CVNA)—filed a Form 4 reporting two open-market sales of the company’s Class A common stock.

• 13,964 shares sold at a volume-weighted average price of $361.91 (price range $361.58-$362.58).
• 1,036 shares sold at a volume-weighted average price of $362.69 (price range $362.59-$362.90).

Total shares disposed: 15,000, representing roughly 13% of his prior direct holdings (113,792 shares). After the transactions, Breaux directly owns 98,792 Class A shares.

No derivative securities were involved and no Rule 10b5-1 trading plan was indicated. The filing contains no financial performance metrics.

Insights

Securities Analyst

TL;DR: Officer sells 15k CVNA shares (~13% stake); mildly negative sentiment due to reduced insider ownership.

The disposal trims Paul Breaux’s direct position to 98,792 shares, a meaningful reduction in absolute terms and as a percentage of his holdings. While the transaction size is small relative to Carvana’s float, insider sales—even by executives below the C-suite—can signal limited short-term confidence or personal diversification. The sales were executed near $362, close to recent highs, suggesting opportunistic timing. Absence of a disclosed 10b5-1 plan leaves uncertainty about future selling cadence.

Corporate Governance Expert

TL;DR: Routine Form 4 with transparent pricing; governance impact neutral.

The filing complies with Section 16(a) requirements and provides VWAP price ranges, supporting disclosure best practices. Breaux retains a substantial equity stake, maintaining alignment with shareholders. No red flags such as derivative repositioning, late reporting, or complex indirect holdings appear. Consequently, the governance implication is neutral; investors should monitor further insider trends before drawing conclusions.

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^*

BREAUX PAUL W.

(Last) (First) (Middle)

C/O CARVANA CO.

300 E. RIO SALADO PKWY

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
08/05/2025

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/05/2025		S		13,964	D	$361.91(1)	99,828	D
Class A Common Stock	08/05/2025		S		1,036	D	$362.69(2)	98,792	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. This transaction was executed in multiple trades at prices ranging from $361.58 to $362.58, 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.

2. This transaction was executed in multiple trades at prices ranging from $362.59 to $362.90, 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:

Vice President, General Counsel, & Secretary

	/s/ Paul Breaux	08/07/2025
	** 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.

FAQ

How many Carvana (CVNA) shares did Paul Breaux sell?

He sold 15,000 Class A shares on 08/05/2025.

At what prices were the CVNA shares sold?

Volume-weighted average prices were $361.91 and $362.69, within ranges $361.58-$362.90.

How many CVNA shares does Paul Breaux own after the sale?

He now directly owns 98,792 Class A shares.

Were any derivative securities involved in this Form 4?

No, the filing lists no derivative transactions.

Did the filing cite a Rule 10b5-1 trading plan?

The form does not indicate that the sales were made under a 10b5-1 plan.