Ernest C. Garcia III Disposes 920,696 CVNA Shares Under 10b5-1

Q: How were the sold shares held prior to sale?

The shares are 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.

Q: Who signed the Form 4 filing?

The Form 4 was executed by Paul Breaux , by power of attorney for Ernest C. Garcia III, with a signature date of 10/08/2025.

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Insider sales by Carvana CEO/Director Ernest C. Garcia III were reported on a Form 4 showing multiple disposals of Class A common stock executed on 10/07/2025. The filings state the sales were made under a Rule 10b5-1 trading plan adopted on 12/13/2024. The report lists many small blocks sold across a range of prices (roughly $363.20 to $375.00 per share) and shows an aggregate disposition figure of 920,696 shares marked as disposed. The sales were executed in multiple trades and the reporting person holds shares indirectly through two trusts where he serves as trustee.

Positive

Sales executed under a Rule 10b5-1 plan adopted on 12/13/2024
Detailed VWAP/pricing disclosure provided for multiple trade groups, improving transparency

Negative

Large aggregate disposition of 920,696 shares recorded on 10/07/2025, which increases public float
Multiple sales on a single date may be perceived by some investors as increased insider liquidity

Insights

TL;DR: Sales follow a pre-established 10b5-1 plan and were executed in many small trades on a single date.

The reported transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on 12/13/2024, which creates an affirmative defense to insider trading claims if executed per plan terms. The Form 4 lists multiple discrete sales on 10/07/2025 across a price range cited between $363.20 and $375.00.

Dependence on plan terms matters: compliance with the plan timing and pre-determined parameters reduces governance risk. Monitor any subsequent amendments to the plan or further filings in the near term for changes to ownership or plan termination.

TL;DR: The CEO disposed of a large block via many executions, which can modestly affect float and signaling.

The Form 4 records an aggregate disposition entry of 920,696 shares and detailed per-trade volume with VWAP pricing disclosed for groups of trades. Reported trade prices cluster between $363.20 and $375.00, indicating execution across a tight band on the report date.

In the short term, such concentrated selling can increase available float and may exert modest downward pressure on intraday liquidity; traders may watch volume and price action following 10/07/2025 to see if selling pressure persists.

Insider Trade Summary

Net Seller: 10,000 shares ($3,703,438)

Net Sell 27 txns

Insider GARCIA ERNEST C. III

Role Chief Executive Officer

Sold 10,000 shs ($3.70M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	100	$363.49	$36K
Sale	Class A Common Stock	100	$363.49	$36K
Sale	Class A Common Stock	400	$364.77	$146K
Sale	Class A Common Stock	400	$364.77	$146K
Sale	Class A Common Stock	400	$365.73	$146K
Sale	Class A Common Stock	400	$365.73	$146K
Sale	Class A Common Stock	100	$366.51	$37K
Sale	Class A Common Stock	100	$367.24	$37K
Sale	Class A Common Stock	700	$367.90	$258K
Sale	Class A Common Stock	700	$367.90	$258K
Sale	Class A Common Stock	150	$369.30	$55K
Sale	Class A Common Stock	150	$369.30	$55K
Sale	Class A Common Stock	300	$370.48	$111K
Sale	Class A Common Stock	300	$370.48	$111K
Sale	Class A Common Stock	881	$371.49	$327K
Sale	Class A Common Stock	880	$371.97	$327K
Sale	Class A Common Stock	1,284	$372.43	$478K
Sale	Class A Common Stock	1,285	$372.97	$479K
Sale	Class A Common Stock	435	$373.43	$162K
Sale	Class A Common Stock	435	$373.43	$162K
Sale	Class A Common Stock	100	$374.76	$37K
Sale	Class A Common Stock	100	$374.76	$37K
Sale	Class A Common Stock	100	$375.99	$38K
Sale	Class A Common Stock	100	$376.02	$38K
Sale	Class A Common Stock	50	$377.07	$19K
Sale	Class A Common Stock	50	$377.07	$19K
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 361,340 shares (Indirect, Ernest Irrevocable 2004 Trust III); Class A Common Stock — 920,696 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. 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 $363.20 to $363.77, inclusive. 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 $364.23 to $365.08, inclusive. This transaction was executed in multiple trades at prices ranging from $365.44 to $366.13, inclusive. This transaction was executed in multiple trades at prices ranging from $367.56 to $368.29, inclusive. This transaction was executed in multiple trades at prices ranging from $368.98 to $369.57, inclusive. This transaction was executed in multiple trades at prices ranging from $370.11 to $370.95, inclusive. This transaction was executed in multiple trades at prices ranging from $371.14 to $371.78, inclusive. This transaction was executed in multiple trades at prices ranging from $371.78 to $372.13, inclusive. This transaction was executed in multiple trades at prices ranging from $372.19 to $372.73, inclusive. This transaction was executed in multiple trades at prices ranging from $372.73 to $373.15, inclusive. This transaction was executed in multiple trades at prices ranging from $373.20 to $373.78, inclusive. This transaction was executed in multiple trades at prices ranging from $374.54 to $375.00, inclusive.

Form 4 Insider Transactions: What Each Field Means →

10/08/2025 - 06:42 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)
10/07/2025

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	10/07/2025		S		100⁽¹⁾	D	$363.49⁽²⁾⁽³⁾	361,340	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$363.49⁽²⁾⁽³⁾	461,340	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		400⁽¹⁾	D	$364.77⁽²⁾⁽⁶⁾	360,940	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		400⁽¹⁾	D	$364.77⁽²⁾⁽⁶⁾	460,940	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		400⁽¹⁾	D	$365.73⁽²⁾⁽⁷⁾	360,540	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		400⁽¹⁾	D	$365.73⁽²⁾⁽⁷⁾	460,540	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$366.51	360,440	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$367.24	460,440	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		700⁽¹⁾	D	$367.9⁽²⁾⁽⁸⁾	359,740	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		700⁽¹⁾	D	$367.9⁽²⁾⁽⁸⁾	459,740	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		150⁽¹⁾	D	$369.3⁽²⁾⁽⁹⁾	359,590	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		150⁽¹⁾	D	$369.3⁽²⁾⁽⁹⁾	459,590	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		300⁽¹⁾	D	$370.48⁽²⁾⁽¹⁰⁾	359,290	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		300⁽¹⁾	D	$370.48⁽²⁾⁽¹⁰⁾	459,290	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		881⁽¹⁾	D	$371.49⁽²⁾⁽¹¹⁾	358,409	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		880⁽¹⁾	D	$371.97⁽²⁾⁽¹²⁾	458,410	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		1,284⁽¹⁾	D	$372.43⁽²⁾⁽¹³⁾	357,125	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		1,285⁽¹⁾	D	$372.97⁽²⁾⁽¹⁴⁾	457,125	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		435⁽¹⁾	D	$373.43⁽²⁾⁽¹⁵⁾	356,690	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		435⁽¹⁾	D	$373.43⁽²⁾⁽¹⁵⁾	456,690	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$374.76⁽²⁾⁽¹⁶⁾	356,590	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$374.76⁽²⁾⁽¹⁶⁾	456,590	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$375.99	356,490	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		100⁽¹⁾	D	$376.02	456,490	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock	10/07/2025		S		50⁽¹⁾	D	$377.07	356,440	I	Ernest Irrevocable 2004 Trust III⁽⁴⁾
Class A Common Stock	10/07/2025		S		50⁽¹⁾	D	$377.07	456,440	I	Ernest C. Garcia III Multi-Generational Trust III⁽⁵⁾
Class A Common Stock								920,696	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. 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. This transaction was executed in multiple trades at prices ranging from $363.20 to $363.77, inclusive.

4. 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.

5. 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.

6. This transaction was executed in multiple trades at prices ranging from $364.23 to $365.08, inclusive.

7. This transaction was executed in multiple trades at prices ranging from $365.44 to $366.13, inclusive.

8. This transaction was executed in multiple trades at prices ranging from $367.56 to $368.29, inclusive.

9. This transaction was executed in multiple trades at prices ranging from $368.98 to $369.57, inclusive.

10. This transaction was executed in multiple trades at prices ranging from $370.11 to $370.95, inclusive.

11. This transaction was executed in multiple trades at prices ranging from $371.14 to $371.78, inclusive.

12. This transaction was executed in multiple trades at prices ranging from $371.78 to $372.13, inclusive.

13. This transaction was executed in multiple trades at prices ranging from $372.19 to $372.73, inclusive.

14. This transaction was executed in multiple trades at prices ranging from $372.73 to $373.15, inclusive.

15. This transaction was executed in multiple trades at prices ranging from $373.20 to $373.78, inclusive.

16. This transaction was executed in multiple trades at prices ranging from $374.54 to $375.00, inclusive.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Ernest C. Garcia, III	10/08/2025
	** 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

FAQ

What did Ernest C. Garcia III report on the Form 4 for CVNA?

The Form 4 reports multiple disposals of Class A common stock executed on 10/07/2025, showing an aggregate disposition entry of 920,696 shares and per-trade prices in the $363.20–$375.00 range.

Were the sales part of a pre-arranged plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 12/13/2024.

How were the sold shares held prior to sale?

The shares are 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.

What price range was reported for the trades?

The explanations list execution price ranges across trade groups from about $363.20 up to $375.00 per share.

Who signed the Form 4 filing?

The Form 4 was executed by Paul Breaux, by power of attorney for Ernest C. Garcia III, with a signature date of 10/08/2025.