Carvana (CVNA) COO Huston exercises stock options and sells Class A shares

Rhea-AI Filing Summary

Carvana Co. insider activity: Chief Operating Officer Benjamin E. Huston reported multiple transactions in Class A Common Stock. On 01/01/2026, 887 shares were withheld to cover taxes upon vesting of restricted stock units, based on a price of $422.02 per share. On 01/02/2026, he exercised 10,000 stock options at an exercise price of $10.07 per share and acquired the same number of Class A shares.

That same day, Huston executed a series of open-market sales of Class A Common Stock under a Rule 10b5-1 trading plan adopted on December 13, 2024. These sales were carried out in multiple trades with volume-weighted average prices reported at levels such as $391.75, $399.13, and up to $419.6 per share. Following the reported transactions, he held 99,871 shares of Class A Common Stock directly and 338,513 stock options.

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^*

HUSTON BENJAMIN E.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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	01/01/2026		F		887(1)	D	$422.02	99,871	D
Class A Common Stock	01/02/2026		M		10,000(2)	A	$10.07	109,871	D
Class A Common Stock	01/02/2026		S		360(2)	D	$391.75(3)(4)	109,511	D
Class A Common Stock	01/02/2026		S		240(2)	D	$392.73(3)(5)	109,271	D
Class A Common Stock	01/02/2026		S		240(2)	D	$393.62(3)(6)	109,031	D
Class A Common Stock	01/02/2026		S		440(2)	D	$394.99(3)(7)	108,591	D
Class A Common Stock	01/02/2026		S		600(2)	D	$396.06(3)(8)	107,991	D
Class A Common Stock	01/02/2026		S		480(2)	D	$397.08(3)(9)	107,511	D
Class A Common Stock	01/02/2026		S		574(2)	D	$398.15(3)(10)	106,937	D
Class A Common Stock	01/02/2026		S		1,301(2)	D	$399.13(3)(11)	105,636	D
Class A Common Stock	01/02/2026		S		1,256(2)	D	$400.15(3)(12)	104,380	D
Class A Common Stock	01/02/2026		S		764(2)	D	$401.22(3)(13)	103,616	D
Class A Common Stock	01/02/2026		S		1,014(2)	D	$402.09(3)(14)	102,602	D
Class A Common Stock	01/02/2026		S		348(2)	D	$403.24(3)(15)	102,254	D
Class A Common Stock	01/02/2026		S		240(2)	D	$404.12(3)(16)	102,014	D
Class A Common Stock	01/02/2026		S		280(2)	D	$405.16(3)(17)	101,734	D
Class A Common Stock	01/02/2026		S		120(2)	D	$407.02(3)(18)	101,614	D
Class A Common Stock	01/02/2026		S		200(2)	D	$410.06(3)(19)	101,414	D
Class A Common Stock	01/02/2026		S		80(2)	D	$411.71(3)(20)	101,334	D
Class A Common Stock	01/02/2026		S		280(2)	D	$413.24(3)(21)	101,054	D
Class A Common Stock	01/02/2026		S		280(2)	D	$414.24(3)(22)	100,774	D
Class A Common Stock	01/02/2026		S		240(2)	D	$415.13(3)(23)	100,534	D
Class A Common Stock	01/02/2026		S		103(2)	D	$416.24(3)(24)	100,431	D
Class A Common Stock	01/02/2026		S		360(2)	D	$417.78(3)(25)	100,071	D
Class A Common Stock	01/02/2026		S		160(2)	D	$418.72(3)(26)	99,911	D
Class A Common Stock	01/02/2026		S		40(2)	D	$419.6	99,871	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	01/02/2026		M(2)			10,000	04/01/2024(27)	02/22/2033	Class A Common Stock	10,000	$0	338,513	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 December 13, 2024 (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 $391.21 to $392.19 inclusive.

5. This transaction was executed in multiple trades at prices ranging from $392.22 to $393.08, inclusive.

6. This transaction was executed in multiple trades at prices ranging from $393.30 to $394.22 inclusive.

7. This transaction was executed in multiple trades at prices ranging from $394.48 to $395.47, inclusive.

8. This transaction was executed in multiple trades at prices ranging from $395.63 to $396.62, inclusive.

9. This transaction was executed in multiple trades at prices ranging from $396.63 to $397.50 inclusive.

10. This transaction was executed in multiple trades at prices ranging from $397.64 to $398.63, inclusive.

11. This transaction was executed in multiple trades at prices ranging from $398.64 to $399.62, inclusive.

12. This transaction was executed in multiple trades at prices ranging from $399.64 to $400.60, inclusive.

13. This transaction was executed in multiple trades at prices ranging from $400.69 to $401.67 inclusive.

14. This transaction was executed in multiple trades at prices ranging from $401.70 to $402.67, inclusive.

15. This transaction was executed in multiple trades at prices ranging from $402.73 to $403.68, inclusive.

16. This transaction was executed in multiple trades at prices ranging from $403.73 to $404.63, inclusive.

17. This transaction was executed in multiple trades at prices ranging from $404.83 to $405.46, inclusive.

18. This transaction was executed in multiple trades at prices ranging from $406.77 to $407.14, inclusive.

19. This transaction was executed in multiple trades at prices ranging from $409.46 to $410.37, inclusive.

20. This transaction was executed in multiple trades at prices ranging from $411.53 to $411.88, inclusive.

21. This transaction was executed in multiple trades at prices ranging from $412.86 to $413.80, inclusive.

22. This transaction was executed in multiple trades at prices ranging from $413.89 to $414.66, inclusive.

23. This transaction was executed in multiple trades at prices ranging from $414.94 to $415.65, inclusive.

24. This transaction was executed in multiple trades at prices ranging from $416.16 to $416.34, inclusive.

25. This transaction was executed in multiple trades at prices ranging from $417.18 to $418.17, inclusive.

26. This transaction was executed in multiple trades at prices ranging from $418.27 to $419.17, inclusive.

27. 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.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Benjamin E. Huston	01/05/2026
	** 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.
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FAQ

What insider transactions did Carvana (CVNA) report for its COO?

Carvana's Chief Operating Officer, Benjamin E. Huston, reported tax withholding, a stock option exercise, and multiple open-market sales of Class A Common Stock on Form 4. The activity occurred on 01/01/2026 and 01/02/2026.

How many Carvana (CVNA) stock options did the COO exercise?

On 01/02/2026, Benjamin E. Huston exercised 10,000 stock options to acquire 10,000 shares of Carvana Class A Common Stock at an exercise price of $10.07 per share.

Were the Carvana (CVNA) insider sales made under a Rule 10b5-1 plan?

Yes. The filing states that the reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Benjamin E. Huston on December 13, 2024.

What prices were reported for the Carvana (CVNA) insider share sales?

The sales of Class A Common Stock on 01/02/2026 were executed in multiple trades, with volume-weighted average sale prices reported at levels including $391.75, $399.13, and up to $419.6 per share, with detailed price ranges provided in the footnotes.

How many Carvana (CVNA) shares does the COO hold after these transactions?

After the reported transactions, Benjamin E. Huston beneficially owned 99,871 shares of Carvana Class A Common Stock directly, as shown in Table I of the filing.

How many Carvana (CVNA) stock options does the COO still hold?

Following the reported option exercise, Benjamin E. Huston beneficially owned 338,513 stock options, each representing the right to purchase Carvana Class A Common Stock, as disclosed in Table II.

Why were 887 Carvana (CVNA) shares withheld on 01/01/2026?

The filing explains that 887 shares of Class A Common Stock were withheld for taxes upon the vesting of restricted stock units granted to Benjamin E. Huston under various awards.