Carvana (NYSE: CVNA) CEO Garcia reports RSU tax withholding and trust holdings

Rhea-AI Filing Summary

Carvana Co. Chief Executive Officer Ernest C. Garcia III reported a tax‑withholding transaction involving Class A Common Stock. On February 1, 2026, 1,230 shares were withheld for taxes upon vesting of restricted stock units at $401.11 per share.

After this event, Garcia held 916,111 Class A shares directly. In addition, 450,000 shares were held indirectly through the Ernest C. Garcia III Multi-Generational Trust III and 350,000 shares were held indirectly through the Ernest Irrevocable 2004 Trust III, where he serves as Investment Trustee and Co-Administrative Trustee.

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).

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)
02/01/2026

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	02/01/2026		F		1,230(1)	D	$401.11	916,111	D
Class A Common Stock								450,000	I	Ernest C. Garcia III Multi-Generational Trust III(2)
Class A Common Stock								350,000	I	Ernest Irrevocable 2004 Trust III(3)

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. 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. 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.

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.

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Ernest C. Garcia, III	02/03/2026
	** 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).
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FAQ

What insider transaction did Carvana (CVNA) CEO Ernest C. Garcia III report on February 1, 2026?

Ernest C. Garcia III reported a tax‑related withholding of 1,230 shares of Carvana Class A Common Stock on February 1, 2026. The shares were withheld to cover taxes due upon vesting of restricted stock units awarded to him by the company.

Was the February 1, 2026 Carvana (CVNA) insider transaction an open‑market sale?

No, the February 1, 2026 transaction was not an open‑market sale. It reflects 1,230 shares of Class A Common Stock withheld for taxes when restricted stock units vested, as described in the filing’s explanation of responses for this Form 4 transaction.

How many Carvana (CVNA) shares does Ernest C. Garcia III own directly after this Form 4?

Following the February 1, 2026 tax‑withholding transaction, Ernest C. Garcia III directly owned 916,111 shares of Carvana Class A Common Stock. This figure is reported as the amount of securities beneficially owned directly after the withholding of 1,230 shares for taxes.

What indirect Carvana (CVNA) holdings are reported for Ernest C. Garcia III in this Form 4?

The Form 4 reports 450,000 Class A shares held indirectly through the Ernest C. Garcia III Multi-Generational Trust III and 350,000 shares held indirectly through the Ernest Irrevocable 2004 Trust III. Garcia serves as Investment Trustee and Co-Administrative Trustee for both trusts.

What does transaction code "F" mean in Ernest C. Garcia III’s Carvana (CVNA) Form 4?

Transaction code “F” indicates shares were withheld to pay taxes due at vesting of equity awards. In this case, 1,230 shares of Carvana Class A Common Stock were withheld upon vesting of restricted stock units granted under various awards to Ernest C. Garcia III.

What role do the reported trusts play in Ernest C. Garcia III’s Carvana (CVNA) ownership?

Two trusts hold Carvana shares for Garcia’s benefit: the Ernest C. Garcia III Multi-Generational Trust III and the Ernest Irrevocable 2004 Trust III. Together they hold 800,000 Class A shares, with Garcia serving as Investment Trustee and Co-Administrative Trustee of each trust.