Carvana (NYSE: CVNA) VP sells 1,000 shares, reports tax withholding

Rhea-AI Filing Summary

Carvana vice president of accounting Stephen R. Palmer reported two transactions in Class A common stock. He sold 1,000 shares in an open‑market trade at $324.84 per share under a pre‑set Rule 10b5‑1 plan and had 651 shares withheld to cover taxes on restricted stock unit vesting, leaving him with 35,541 shares directly owned.

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^*

Palmer Stephen R

(Last) (First) (Middle)

C/O CARVANA CO.

300 E. RIO SALADO PKWY

(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)
	Vice President of Accounting

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		F		651(1)	D	$334.16	36,541	D
Class A Common Stock	03/02/2026		S		1,000(2)	D	$324.84	35,541	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. 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 sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 28, 2025 (the "10b5-1 Plan").

Remarks:

	/s/ Paul Breaux, by Power of Attorney for Stephen R. Palmer	03/03/2026
	** 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).
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 insider transactions did Carvana (CVNA) report for Stephen R. Palmer?

Carvana vice president of accounting Stephen R. Palmer reported two transactions: an open‑market sale of 1,000 Class A shares and a separate disposition of 651 shares withheld to satisfy taxes upon vesting of restricted stock units from various awards.

How many Carvana (CVNA) shares did Stephen R. Palmer sell and at what price?

Stephen R. Palmer sold 1,000 shares of Carvana Class A common stock in an open‑market transaction at $324.84 per share, according to the Form 4, executed under a previously adopted Rule 10b5‑1 trading plan.

Why were 651 Carvana (CVNA) shares disposed of in Stephen R. Palmer’s Form 4?

The 651 Carvana shares were withheld to cover tax liabilities when Palmer’s restricted stock units vested. This tax‑withholding disposition did not involve an open‑market sale and represents shares automatically retained to satisfy associated tax obligations.

What is Stephen R. Palmer’s remaining Carvana (CVNA) share ownership after these transactions?

After the reported sale and tax‑withholding disposition, Stephen R. Palmer directly owns 35,541 shares of Carvana Class A common stock, as disclosed in the Form 4, reflecting his updated post‑transaction share balance.

Was Stephen R. Palmer’s Carvana (CVNA) share sale under a Rule 10b5-1 plan?

Yes. The Form 4 footnote states the 1,000‑share sale was executed under a Rule 10b5‑1 trading plan that Palmer adopted on May 28, 2025, allowing pre‑scheduled trades independent of day‑to‑day market decisions.