Carvana (NYSE: CVNA) CFO reports stock option exercises, tax withholding and insider sales

Rhea-AI Filing Summary

Carvana (CVNA) Chief Financial Officer Mark W. Jenkins reported a series of equity transactions dated 12/01/2025. The filing shows 1,219 shares of Class A common stock withheld to cover taxes upon vesting of restricted stock units at a price of $375.26 per share, leaving him with 204,923 shares immediately after that tax withholding.

On the same date, he exercised stock options to acquire 10,000 shares at $10.07 per share, 2,000 shares at $42.03 per share, and 750 shares at $51.97 per share. He then sold multiple blocks of Class A common stock, including 3,030 shares at a volume-weighted average price of $372.35 per share, with other sales executed in price ranges from $372.00 to $382.06. After all reported transactions, he directly owned 204,923 shares of Class A common stock. The option exercises and related sales were made under a Rule 10b5-1 trading plan adopted on August 5, 2024.

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

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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^*

JENKINS MARK 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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		F		1,219(1)	D	$375.26	204,923	D
Class A Common Stock	12/01/2025		M		10,000(2)	A	$10.07	214,923	D
Class A Common Stock	12/01/2025		M		2,000(2)	A	$42.03	216,923	D
Class A Common Stock	12/01/2025		M		750(2)	A	$51.97	217,673	D
Class A Common Stock	12/01/2025		S(2)		40	D	$370.38	217,633	D
Class A Common Stock	12/01/2025		S(2)		3,030	D	$372.35(3)(4)	214,603	D
Class A Common Stock	12/01/2025		S(2)		596	D	$373.55(3)(5)	214,007	D
Class A Common Stock	12/01/2025		S(2)		1,168	D	$374.6(3)(6)	212,839	D
Class A Common Stock	12/01/2025		S(2)		1,728	D	$375.6(3)(7)	211,111	D
Class A Common Stock	12/01/2025		S(2)		1,341	D	$376.63(3)(8)	209,770	D
Class A Common Stock	12/01/2025		S(2)		1,090	D	$377.61(3)(9)	208,680	D
Class A Common Stock	12/01/2025		S(2)		1,668	D	$378.57(3)(10)	207,012	D
Class A Common Stock	12/01/2025		S(2)		969	D	$379.49(3)(11)	206,043	D
Class A Common Stock	12/01/2025		S(2)		800	D	$380.9(3)(12)	205,243	D
Class A Common Stock	12/01/2025		S(2)		320	D	$381.69(3)(13)	204,923	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
Stock Options (Right to Buy)	$10.07	12/01/2025		M(2)			10,000	04/01/2024(14)	02/22/2033	Class A Common Stock	10,000	$0	178,513	D
Stock Options (Right to Buy)	$42.03	12/01/2025		M(2)			2,000	04/01/2025(15)	01/24/2034	Class A Common Stock	2,000	$0	56,703	D
Stock Options (Right to Buy)	$51.97	12/01/2025		M(2)			750	04/01/2025(15)	02/13/2034	Class A Common Stock	750	$0	21,596	D

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 option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024.

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 $372.00 to $372.95, inclusive.

5. This transaction was executed in multiple trades at prices ranging from $373.03 to $374.02, inclusive.

6. This transaction was executed in multiple trades at prices ranging from $374.07 to $375.06, inclusive.

7. This transaction was executed in multiple trades at prices ranging from $375.07 to $376.06, inclusive.

8. This transaction was executed in multiple trades at prices ranging from $376.08 to $377.07, inclusive.

9. This transaction was executed in multiple trades at prices ranging from $377.09 to $378.05, inclusive.

10. This transaction was executed in multiple trades at prices ranging from $378.09 to $379.06, inclusive.

11. This transaction was executed in multiple trades at prices ranging from $379.09 to $380.04, inclusive.

12. This transaction was executed in multiple trades at prices ranging from $380.36 to $381.35, inclusive.

13. This transaction was executed in multiple trades at prices ranging from $381.37 to $382.06, inclusive.

14. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.

15. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2025 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Mark W. Jenkins	12/02/2025
	** 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

What insider transactions did Carvana (CVNA) report for its CFO on 12/01/2025?

The CFO, Mark W. Jenkins, reported tax withholding on restricted stock units, exercises of stock options, and multiple sales of Class A common stock on 12/01/2025.

How many Carvana (CVNA) shares does the CFO own after the reported transactions?

Following all reported transactions on 12/01/2025, the CFO directly owned 204,923 shares of Carvana Class A common stock.

What stock options did the Carvana (CVNA) CFO exercise in this Form 4?

He exercised options to buy 10,000 shares at $10.07 per share, 2,000 shares at $42.03 per share, and 750 shares at $51.97 per share of Class A common stock.

At what prices did the Carvana (CVNA) CFO sell shares on 12/01/2025?

The sales included 3,030 shares at a volume-weighted average price of $372.35 per share, with additional trades executed in ranges from $372.00 to $382.06 per share.

Were the Carvana (CVNA) CFO transactions part of a Rule 10b5-1 trading plan?

Yes. The option exercises and related sales were effected under a Rule 10b5-1 trading plan that the CFO adopted on August 5, 2024.

Why were some Carvana (CVNA) shares withheld from the CFO in this filing?

The filing states that 1,219 shares of Class A common stock were withheld to cover taxes upon vesting of restricted stock units granted under various awards.