Ernest C. Garcia III disposes 921,926 CVNA Class A shares via 10b5-1

Rhea-AI Filing Summary

Ernest C. Garcia III reported multiple open-market sales of Class A common stock of Carvana Co. (CVNA) executed on 09/03/2025 under a Rule 10b5-1 trading plan adopted December 13, 2024. The Form 4 shows a total of 921,926 Class A shares disposed across numerous trades at volume-weighted average prices reported per trade (examples: $360.38, $361.24, $366.02, $370.28, $371.13). The sales were effected by the reporting person in capacities as Investment Trustee and Co-Administrative Trustee for two trusts identified in the filing. The Form 4 was signed by power of attorney on 09/04/2025.

Positive

• None.

Negative

• Large insider dispositions: The reporting person disposed of 921,926 Class A shares on 09/03/2025.
• Concentration of sales across trusts: Shares sold were held indirectly through the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III.

Insights

Securities Analyst

TL;DR: Significant insider sales of 921,926 Class A shares executed under a pre-existing 10b5-1 plan; reported as trustee dispositions.

The filing documents substantial dispositions by Ernest C. Garcia III on 09/03/2025 totaling 921,926 Class A shares. Sales were made pursuant to a Rule 10b5-1 plan adopted December 13, 2024, and executed in multiple transactions with volume-weighted average prices reported for groups of trades. Shares sold were 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 Investment Trustee and Co-Administrative Trustee. The disclosure meets Section 16 reporting requirements and includes a POA signature dated 09/04/2025.

Corporate Governance Expert

TL;DR: Insider sales are formalized under a 10b5-1 plan, disclosed properly; trustee roles and indirect holdings are explicitly described.

The Form 4 clarifies that the transactions were pre-planned under a 10b5-1 program, reducing potential questions about timing. The reporting person’s roles as Investment Trustee and Co-Administrative Trustee over two named trusts are specified, and the filing lists per-trade volume-weighted average prices and quantities. The report was executed by power of attorney, as indicated by the signature block. No derivative transactions are reported. Based solely on the filing, this is a compliance-focused disclosure of material insider dispositions.

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).

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^*

GARCIA ERNEST C. III

(Last) (First) (Middle)

C/O CARVANA CO.

300 E. RIO SALADO PARKWAY

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/03/2025

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	09/03/2025		S		1,196(1)	D	$360.38(2)	480,244	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		1,195(1)	D	$360.83(4)	580,245	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		556(1)	D	$361.24(6)	479,688	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		557(1)	D	$361.49(7)	579,688	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		393(1)	D	$362.84(8)	479,295	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		393(1)	D	$362.84(8)	579,295	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		501(1)	D	$363.45(9)	478,794	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		500(1)	D	$363.73(10)	578,795	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		56(1)	D	$364.64(11)	478,738	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		56(1)	D	$364.64(11)	578,739	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		649(1)	D	$366.02(12)	478,089	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		649(1)	D	$366.02(12)	578,090	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		252(1)	D	$366.86(13)	477,837	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		252(1)	D	$366.86(13)	577,838	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		433(1)	D	$367.97(14)	477,404	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		434(1)	D	$368.41(15)	577,404	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		561(1)	D	$368.89(16)	476,843	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		560(1)	D	$369.51(17)	576,844	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		252(1)	D	$370.28(18)	476,591	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		252(1)	D	$370.28(18)	576,592	I	Ernest C. Garcia III Multi-Generational Trust III(5)
Class A Common Stock	09/03/2025		S		151(1)	D	$370.76(19)	476,440	I	Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock	09/03/2025		S		152(1)	D	$370.91(20)	576,440	I	Ernest C. Garcia III Multi-Generational Trust III(5)
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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 $360.06 to $360.67 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.

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. This transaction was executed in multiple trades at prices ranging from $360.67 to $361.05 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.

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 $361.09 to $361.27 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 $361.27 to $361.86 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 $362.23 to $363.23 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 $363.28 to $363.53, 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 $363.53 to $364.27, 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 $364.34 to $365.30, 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 $365.54 to $366.50, 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 $366.64 to $367.59, 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 $367.67 to $368.13, 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 $368.13 to $368.66, 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 $368.70 to $369.24, 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.

17. This transaction was executed in multiple trades at prices ranging from $369.24 to $369.66, 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.

18. This transaction was executed in multiple trades at prices ranging from $369.71 to $370.56, 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.

19. This transaction was executed in multiple trades at prices ranging from $370.74 to $370.80, 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.

20. This transaction was executed in multiple trades at prices ranging from $370.80 to $371.13, 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	09/04/2025
	** 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 did Ernest C. Garcia III report on Form 4 for CVNA?

The Form 4 reports that Ernest C. Garcia III sold a total of 921,926 Class A shares of Carvana Co. on 09/03/2025 pursuant to a Rule 10b5-1 trading plan.

Were the sales made under a 10b5-1 plan for CVNA filings?

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

At what prices were the CVNA shares sold?

The Form 4 reports volume-weighted average prices for groups of trades; examples include $360.38, $361.24, $366.02, $370.28, and $371.13 as reported for specific transactions.

In what capacity did Garcia hold the CVNA shares sold?

The shares were held indirectly through the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III, where he serves as Investment Trustee and Co-Administrative Trustee.

Was a power of attorney used to file the Form 4 for CVNA?

Yes. The Form 4 was signed by Paul Breaux by Power of Attorney for Ernest C. Garcia III on 09/04/2025.