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Carvana Insider Form 4: Garcia III Offloads <1% of Holdings at $329-$339

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Carvana Co. (CVNA) CEO, Director and >10% owner Ernest C. Garcia III disclosed the sale of 10,000 Class A shares on 25 Jul 2025 through two family trusts operating under a Rule 10b5-1 trading plan adopted 13 Dec 2024. Each trust—Ernest Irrevocable 2004 Trust III and Ernest C. Garcia III Multi-Generational Trust III—sold 5,000 shares across 18 separate trades at volume-weighted average prices between $329.03 and $339.61, generating roughly $3.3 million in aggregate proceeds. Following the transactions, the Irrevocable Trust holds 611,440 shares and the Multi-Generational Trust holds 711,440 shares, leaving Garcia with an indirect stake of approximately 1.32 million shares. No derivative securities were exercised or disposed. The divestiture represents only about 0.75 % of the combined pre-sale holdings, appears routine, and does not alter Garcia’s control status.

Positive

  • Pre-planned 10b5-1 program reduces concerns about opportunistic insider selling.
  • CEO retains a substantial 1.32 million-share stake, maintaining alignment with shareholders.

Negative

  • Insider selling event may be perceived negatively even though size is modest.

Insights

TL;DR: CEO sold 10k shares (<1% stake) via 10b5-1 plan; impact neutral.

The transaction is modest relative to Mr. Garcia’s >1.3 million-share indirect position. Execution under a pre-arranged 10b5-1 plan limits signaling risk and suggests liquidity or diversification needs rather than a bearish view. Because the sales mirror normal daily volumes and remain within prevailing price bands, they are unlikely to pressure the stock or indicate fundamental weakness. Governance influence and insider alignment are largely unchanged; therefore, the filing carries limited market impact.

Insider GARCIA ERNEST C. III
Role Chief Executive Officer
Sold 10,000 shs ($3.32M)
Type Security Shares Price Value
Sale Class A Common Stock 989 $329.66 $326K
Sale Class A Common Stock 989 $329.66 $326K
Sale Class A Common Stock 1,316 $330.17 $435K
Sale Class A Common Stock 1,315 $330.61 $435K
Sale Class A Common Stock 857 $331.50 $284K
Sale Class A Common Stock 857 $331.50 $284K
Sale Class A Common Stock 693 $332.37 $230K
Sale Class A Common Stock 694 $332.85 $231K
Sale Class A Common Stock 604 $333.52 $201K
Sale Class A Common Stock 603 $333.76 $201K
Sale Class A Common Stock 153 $334.79 $51K
Sale Class A Common Stock 153 $334.79 $51K
Sale Class A Common Stock 368 $336.06 $124K
Sale Class A Common Stock 369 $336.46 $124K
Sale Class A Common Stock 9 $337.00 $3K
Sale Class A Common Stock 9 $337.00 $3K
Sale Class A Common Stock 11 $339.44 $4K
Sale Class A Common Stock 11 $339.44 $4K
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 615,451 shares (Indirect, Ernest Irrevocable 2004 Trust III); Class A Common Stock — 924,384 shares (Direct)
Footnotes (1)
  1. The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024. This transaction was executed in multiple trades at prices ranging from $329.03 to $330.03 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. 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 $330.04 to $330.34 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. This transaction was executed in multiple trades at prices ranging from $330.34 to $331.04 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. This transaction was executed in multiple trades at prices ranging from $331.05 to $332.01, 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. This transaction was executed in multiple trades at prices ranging from $332.11 to $332.67 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. This transaction was executed in multiple trades at prices ranging from $332.67 to $333.07 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. This transaction was executed in multiple trades at prices ranging from $333.13 to $333.61 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. This transaction was executed in multiple trades at prices ranging from $333.61 to $334.08 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. This transaction was executed in multiple trades at prices ranging from $334.50 to $335.16, 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. This transaction was executed in multiple trades at prices ranging from $335.96 to $336.40 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. This transaction was executed in multiple trades at prices ranging from $336.40 to $336.91 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. This transaction was executed in multiple trades at prices ranging from $338.99 to $339.61 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.
Form 4 Insider Transactions: What Each Field Means →
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).
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)
07/25/2025
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 07/25/2025 S 989(1) D $329.66(2) 615,451 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 989(1) D $329.66(2) 715,451 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 1,316(1) D $330.17(5) 614,135 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 1,315(1) D $330.61(6) 714,136 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 857(1) D $331.5(7) 613,278 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 857(1) D $331.5(7) 713,279 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 693(1) D $332.37(8) 612,585 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 694(1) D $332.85(9) 712,585 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 604(1) D $333.52(10) 611,981 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 603(1) D $333.76(11) 711,982 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 153(1) D $334.79(12) 611,828 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 153(1) D $334.79(12) 711,829 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 368(1) D $336.06(13) 611,460 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 369(1) D $336.46(14) 711,460 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 9(1) D $337 611,451 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 9(1) D $337 711,451 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 07/25/2025 S 11(1) D $339.44(15) 611,440 I Ernest Irrevocable 2004 Trust III(3)
Class A Common Stock 07/25/2025 S 11(1) D $339.44(15) 711,440 I Ernest C. Garcia III Multi-Generational Trust III(4)
Class A Common Stock 924,384 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 $329.03 to $330.03 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. 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.
5. This transaction was executed in multiple trades at prices ranging from $330.04 to $330.34 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.
6. This transaction was executed in multiple trades at prices ranging from $330.34 to $331.04 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 $331.05 to $332.01, 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 $332.11 to $332.67 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.
9. This transaction was executed in multiple trades at prices ranging from $332.67 to $333.07 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 $333.13 to $333.61 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 $333.61 to $334.08 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 $334.50 to $335.16, 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 $335.96 to $336.40 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 $336.40 to $336.91 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 $338.99 to $339.61 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 07/28/2025
** 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

How many Carvana (CVNA) shares did CEO Ernest Garcia III sell?

The filing reports 10,000 Class A shares sold on 25 Jul 2025 via two family trusts.

What was the price range for the CVNA insider sales?

Trades were executed between $329.03 and $339.61 with volume-weighted averages reported for each block.

Does Garcia still own Carvana shares after the sale?

Yes. The trusts now hold 1,322,880 shares in total, so his >10% ownership remains intact.

Was the sale part of a 10b5-1 plan?

Yes. The transactions were executed under a Rule 10b5-1 trading plan adopted on 13 Dec 2024.

Are any derivative securities involved in this Form 4?

No derivative securities were acquired or disposed of in the reported period.