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[Form 4] CARVANA CO. Insider Trading Activity

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carvana Co. Chief Operating Officer Benjamin E. Huston reported multiple equity transactions in Carvana Class A Common Stock. He exercised non-qualified stock options for 10,000 shares at an exercise price of $10.07 per share and then sold 10,000 shares in a series of open-market transactions at prices ranging from the high $370s to just under $400 per share, pursuant to a pre-arranged Rule 10b5-1 trading plan.

On the same date as the option exercise, previously granted performance restricted stock units vested, resulting in an award of 22,231 shares, while 9,193 shares were withheld to cover tax obligations. Following these transactions, Huston directly holds 115,371 shares of Carvana Class A Common Stock, with no remaining derivative positions from the reported option grant.

Positive

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Negative

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Insider HUSTON BENJAMIN E.
Role Chief Operating Officer
Sold 10,000 shs ($3.85M)
Type Security Shares Price Value
Exercise Stock Options (Right to Buy) 10,000 $0.00 --
Exercise Class A Common Stock 10,000 $10.07 $101K
Sale Class A Common Stock 591 $378.78 $224K
Sale Class A Common Stock 1,160 $379.68 $440K
Sale Class A Common Stock 1,240 $380.69 $472K
Sale Class A Common Stock 748 $381.68 $285K
Sale Class A Common Stock 1,113 $382.64 $426K
Sale Class A Common Stock 520 $383.73 $200K
Sale Class A Common Stock 404 $385.02 $156K
Sale Class A Common Stock 600 $386.00 $232K
Sale Class A Common Stock 560 $387.09 $217K
Sale Class A Common Stock 480 $388.36 $186K
Sale Class A Common Stock 410 $389.18 $160K
Sale Class A Common Stock 774 $390.28 $302K
Sale Class A Common Stock 560 $391.34 $219K
Sale Class A Common Stock 260 $392.36 $102K
Sale Class A Common Stock 171 $393.67 $67K
Sale Class A Common Stock 209 $394.60 $82K
Sale Class A Common Stock 120 $396.43 $48K
Sale Class A Common Stock 40 $397.40 $16K
Sale Class A Common Stock 40 $398.55 $16K
Grant/Award Class A Common Stock 22,231 $0.00 --
Tax Withholding Class A Common Stock 9,193 $396.59 $3.65M
Holdings After Transaction: Stock Options (Right to Buy) — 298,513 shares (Direct, null); Class A Common Stock — 115,962 shares (Direct, null)
Footnotes (1)
  1. Represents restricted stock units ("RSUs") granted on January 24, 2024 under the Reporting Person's Performance Restricted Stock Unit Award Agreement between Carvana Co. and the Reporting Person, dated January 24, 2024. The performance condition for the RSUs reported herein has been met, and all RSUs reported herein vested on April 29, 2026. Represents shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of RSUs under the Performance Restricted Stock Unit Award Agreement. 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"). 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 $378.19 to $379.13 inclusive. This transaction was executed in multiple trades at prices ranging from $379.24 to $380.18 inclusive. This transaction was executed in multiple trades at prices ranging from $380.24 to $381.18 inclusive. This transaction was executed in multiple trades at prices ranging from $381.24 to $382.23 inclusive. This transaction was executed in multiple trades at prices ranging from $382.29 to $383.09 inclusive. This transaction was executed in multiple trades at prices ranging from $383.40 to $384.25 inclusive. This transaction was executed in multiple trades at prices ranging from $384.47 to $385.41 inclusive. This transaction was executed in multiple trades at prices ranging from $385.53 to $386.51 inclusive. This transaction was executed in multiple trades at prices ranging from $386.60 to $387.46 inclusive. This transaction was executed in multiple trades at prices ranging from $387.83 to $388.78 inclusive. This transaction was executed in multiple trades at prices ranging from $388.83 to $389.76 inclusive. This transaction was executed in multiple trades at prices ranging from $389.84 to $390.74 inclusive. This transaction was executed in multiple trades at prices ranging from $390.93 to $391.81 inclusive. This transaction was executed in multiple trades at prices ranging from $392.12 to $393.08 inclusive. This transaction was executed in multiple trades at prices ranging from $393.13 to $393.96 inclusive. This transaction was executed in multiple trades at prices ranging from $394.34 to $394.97 inclusive. This transaction was executed in multiple trades at prices ranging from $396.05 to $396.97 inclusive. 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.
Shares sold 10,000 shares Open-market sales of Class A Common Stock
Sale price range High $370s to just under $400/share Volume-weighted average prices across multiple trades
Options exercised 10,000 shares at $10.07/share Non-qualified stock option exercise
RSU vesting 22,231 shares Performance RSUs vested on April 29, 2026
Shares withheld for taxes 9,193 shares Tax withholding on RSU vesting
Shares held after transactions 115,371 shares Direct Class A Common Stock ownership
Option vesting schedule 25% on April 1, 2024, then monthly for 3 years Non-qualified stock options grant terms
Rule 10b5-1 trading plan regulatory
"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"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units ("RSUs") financial
"Represents restricted stock units ("RSUs") granted on January 24, 2024 under the Reporting Person's Performance Restricted Stock Unit Award Agreement"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
non-qualified stock options financial
"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"
Non-qualified stock options are a type of employee benefit that gives individuals the right to buy company shares at a set price, usually lower than the market value, within a certain period. Unlike other options that may have special tax advantages, these options are taxed as income when exercised, which can affect how much money the employee or investor ultimately gains. They are important because they can influence company compensation strategies and impact the financial outcomes for employees and investors.
Performance Restricted Stock Unit Award Agreement financial
"under the Reporting Person's Performance Restricted Stock Unit Award Agreement between Carvana Co. and the Reporting Person, dated January 24, 2024"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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 ARIZONA 85281
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
CARVANA CO. [ CVNA ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/29/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/29/2026A22,231(1)A$0115,155D
Class A Common Stock04/29/2026F9,193(2)D$396.59105,962D
Class A Common Stock05/01/2026M10,000(3)A$10.07115,962D
Class A Common Stock05/01/2026S591(3)D$378.78(4)(5)115,371D
Class A Common Stock05/01/2026S1,160(3)D$379.68(4)(6)114,211D
Class A Common Stock05/01/2026S1,240(3)D$380.69(4)(7)112,971D
Class A Common Stock05/01/2026S748(3)D$381.68(4)(8)112,223D
Class A Common Stock05/01/2026S1,113(3)D$382.64(4)(9)111,110D
Class A Common Stock05/01/2026S520(3)D$383.73(4)(10)110,590D
Class A Common Stock05/01/2026S404(3)D$385.02(4)(11)110,186D
Class A Common Stock05/01/2026S600(3)D$386(4)(12)109,586D
Class A Common Stock05/01/2026S560(3)D$387.09(4)(13)109,026D
Class A Common Stock05/01/2026S480(3)D$388.36(4)(14)108,546D
Class A Common Stock05/01/2026S410(3)D$389.18(4)(15)108,136D
Class A Common Stock05/01/2026S774(3)D$390.28(4)(16)107,362D
Class A Common Stock05/01/2026S560(3)D$391.34(4)(17)106,802D
Class A Common Stock05/01/2026S260(3)D$392.36(4)(18)106,542D
Class A Common Stock05/01/2026S171(3)D$393.67(4)(19)106,371D
Class A Common Stock05/01/2026S209(3)D$394.6(4)(20)106,162D
Class A Common Stock05/01/2026S120(3)D$396.43(4)(21)106,042D
Class A Common Stock05/01/2026S40(3)D$397.4106,002D
Class A Common Stock05/01/2026S40(3)D$398.55105,962D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (Right to Buy)$10.0705/01/2026M(3)10,00004/01/2024(22)02/22/2033Class A Common Stock10,000$0298,513D
Explanation of Responses:
1. Represents restricted stock units ("RSUs") granted on January 24, 2024 under the Reporting Person's Performance Restricted Stock Unit Award Agreement between Carvana Co. and the Reporting Person, dated January 24, 2024. The performance condition for the RSUs reported herein has been met, and all RSUs reported herein vested on April 29, 2026.
2. Represents shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of RSUs under the Performance Restricted Stock Unit Award Agreement.
3. 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").
4. 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. This transaction was executed in multiple trades at prices ranging from $378.19 to $379.13 inclusive.
6. This transaction was executed in multiple trades at prices ranging from $379.24 to $380.18 inclusive.
7. This transaction was executed in multiple trades at prices ranging from $380.24 to $381.18 inclusive.
8. This transaction was executed in multiple trades at prices ranging from $381.24 to $382.23 inclusive.
9. This transaction was executed in multiple trades at prices ranging from $382.29 to $383.09 inclusive.
10. This transaction was executed in multiple trades at prices ranging from $383.40 to $384.25 inclusive.
11. This transaction was executed in multiple trades at prices ranging from $384.47 to $385.41 inclusive.
12. This transaction was executed in multiple trades at prices ranging from $385.53 to $386.51 inclusive.
13. This transaction was executed in multiple trades at prices ranging from $386.60 to $387.46 inclusive.
14. This transaction was executed in multiple trades at prices ranging from $387.83 to $388.78 inclusive.
15. This transaction was executed in multiple trades at prices ranging from $388.83 to $389.76 inclusive.
16. This transaction was executed in multiple trades at prices ranging from $389.84 to $390.74 inclusive.
17. This transaction was executed in multiple trades at prices ranging from $390.93 to $391.81 inclusive.
18. This transaction was executed in multiple trades at prices ranging from $392.12 to $393.08 inclusive.
19. This transaction was executed in multiple trades at prices ranging from $393.13 to $393.96 inclusive.
20. This transaction was executed in multiple trades at prices ranging from $394.34 to $394.97 inclusive.
21. This transaction was executed in multiple trades at prices ranging from $396.05 to $396.97 inclusive.
22. 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. Huston05/01/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR