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  4. [Form 4] CARVANA CO. Insider Trading Activity

Carvana VP sells 5,000 shares at $71.40–$71.88

Carvana’s vice president of accounting reported tax-related share withholding and 5,000 open-market share sales executed under a Rule 10b5-1 plan.

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

CARVANA CO. (CVNA) reported that Vice President of Accounting Stephen R. Palmer disposed of Class A Common Stock on September 1, 2026. The transactions included 3,023 shares withheld for taxes upon vesting of restricted stock units and open-market sales of 5,000 shares, all effected under a previously adopted Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
Insider Palmer Stephen R
Role Vice President of Accounting
Sold 5,000 shs ($358K)
Type Security Shares Price Value
Tax Withholding Class A Common Stock F1 3,023 $72.18 $218K
Sale Class A Common Stock F2, F3, F4 3,400 $71.40 $243K
Sale Class A Common Stock F2, F3, F5 1,600 $71.88 $115K
Holdings After Transaction: Class A Common Stock — 128,886 shares (Direct)
Footnotes (5)
  1. F1. Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.
  2. F2. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 28, 2025 (the "10b5-1 Plan").
  3. F3. 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. F4. This transaction was executed in multiple trades at prices ranging from $70.76 to $71.75 inclusive.
  5. F5. This transaction was executed in multiple trades at prices ranging from $71.76 to $72.26 inclusive.
Shares withheld for taxes 3,023 shares Class A Common Stock withheld upon RSU vesting on September 1, 2026
Shares sold (first sale) 3,400 shares at $71.40 per share Open-market sale of Class A Common Stock on September 1, 2026
Shares sold (second sale) 1,600 shares at $71.88 per share Open-market sale of Class A Common Stock on September 1, 2026
Aggregate shares sold 5,000 shares Total Class A Common Stock sold in two transactions on September 1, 2026
Rule 10b5-1 plan adoption date May 28, 2025 Date Stephen R. Palmer adopted the trading plan governing the reported sales
Price range (3,400-share sale) $70.76 to $71.75 per share Multiple trades comprising the first reported sale
Price range (1,600-share sale) $71.76 to $72.26 per share Multiple trades comprising the second reported sale
Rule 10b5-1 trading plan regulatory
"The reported sales were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
volume weighted average sale price financial
"The price reported above reflects the volume weighted average sale price"
restricted stock units financial
"withheld for taxes upon vesting of restricted stock units pursuant to various awards"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Class A Common Stock financial
"Represents total number of shares of Class A Common Stock of the Issuer"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What insider transactions did Carvana (CVNA) report for Stephen R. Palmer on this Form 4?
The filing reports that Stephen R. Palmer had 3,023 shares of Class A Common Stock withheld for taxes upon vesting of restricted stock units and sold a total of 5,000 shares of Class A Common Stock in open-market transactions on September 1, 2026.

How many Carvana (CVNA) shares did Stephen R. Palmer sell and at what prices?
Stephen R. Palmer sold 3,400 shares of Class A Common Stock at a volume-weighted average price of $71.40 and 1,600 shares at a volume-weighted average price of $71.88, with each sale executed in multiple trades within the stated price ranges.

Were the Carvana (CVNA) insider sales by Stephen R. Palmer made under a Rule 10b5-1 plan?
Yes. A footnote states the reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Stephen R. Palmer on May 28, 2025, indicating the sales followed a pre-arranged trading plan rather than discretionary timing.

What portion of Stephen R. Palmer’s Carvana (CVNA) shares were withheld for taxes?
The filing states that 3,023 shares of Carvana Class A Common Stock were withheld to cover taxes upon vesting of restricted stock units pursuant to various awards, reflecting a non-market disposition related to equity compensation.

Does the Form 4 disclose Stephen R. Palmer’s Carvana (CVNA) share holdings after these transactions?
No. The non-derivative transaction rows report the dispositions, but the field for total shares following the transactions is blank, so the filing does not state Stephen R. Palmer’s remaining holdings after these trades.

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SEC Form 4
FORM 4UNITED 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*
Palmer Stephen R
(Last)(First)(Middle)
C/O CARVANA CO.
300 E. RIO SALADO PKWY
(Street)
TEMPE ARIZONA 85281
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CARVANA CO. [ CVNA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Vice President of Accounting
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/01/2026F3,023(1)D$72.18133,886D
Class A Common Stock09/01/2026S3,400(2)D$71.4(3)(4)130,486D
Class A Common Stock09/01/2026S1,600(2)D$71.88(3)(5)128,886D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.
2. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 28, 2025 (the "10b5-1 Plan").
3. 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. This transaction was executed in multiple trades at prices ranging from $70.76 to $71.75 inclusive.
5. This transaction was executed in multiple trades at prices ranging from $71.76 to $72.26 inclusive.
Remarks:
/s/ Paul Breaux, by Power of Attorney for Stephen R. Palmer09/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR