STOCK TITAN

Carvana (NYSE: CVNA) CFO sells 63,750 shares after option exercises

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

Rhea-AI Filing Summary

CARVANA CO. Chief Financial Officer Mark W. Jenkins reported a series of transactions in Class A Common Stock on June 1, 2026. He sold a total of 63,750 shares in open‑market transactions at prices including $71.28, $70.78, and $69.72.

On the same date, he exercised stock options to acquire 63,750 shares at exercise prices of $10.39, $8.41, and $2.01. In addition, 7,016 shares were withheld to cover tax obligations upon vesting of restricted stock units. Following these transactions, he directly owns 1,036,594 shares.

The filing notes that the option exercises and related sales were carried out under a pre‑arranged Rule 10b5‑1 trading plan adopted on August 5, 2024, indicating these trades were scheduled in advance rather than timed discretionarily.

Positive

  • None.

Negative

  • None.
Insider JENKINS MARK W.
Role Chief Financial Officer
Sold 63,750 shs ($4.49M)
Type Security Shares Price Value
Exercise Stock Options (Right to Buy) 50,000 $0.00 --
Exercise Stock Options (Right to Buy) 10,000 $0.00 --
Exercise Stock Options (Right to Buy) 3,750 $0.00 --
Tax Withholding Class A Common Stock 7,016 $71.00 $498K
Exercise Class A Common Stock 50,000 $2.01 $100K
Exercise Class A Common Stock 10,000 $8.41 $84K
Exercise Class A Common Stock 3,750 $10.39 $39K
Sale Class A Common Stock 24,259 $69.72 $1.69M
Sale Class A Common Stock 36,986 $70.78 $2.62M
Sale Class A Common Stock 2,505 $71.28 $179K
Holdings After Transaction: Stock Options (Right to Buy) — 592,565 shares (Direct, null); Class A Common Stock — 1,036,594 shares (Direct, null)
Footnotes (1)
  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. All amounts reflect the five for one forward stock split conducted by the issuer on May 7, 2026. The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024. 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 $69.15 to $70.14 inclusive. This transaction was executed in multiple trades at prices ranging from $70.15 to $71.15 inclusive. This transaction was executed in multiple trades at prices ranging from $71.15 to $72.02 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. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vests 25% on April 1, 2025 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
Shares sold 63,750 shares Open-market sales of Class A Common Stock on June 1, 2026
Sale prices $71.28, $70.78, $69.72 per share Reported volume-weighted average prices for three sale tranches
Options exercised 63,750 shares Stock option exercises into Class A Common Stock on June 1, 2026
Option exercise prices $10.39, $8.41, $2.01 per share Exercise prices for non-qualified stock options
Tax withholding shares 7,016 shares Shares withheld to cover taxes on RSU vesting
Shares owned after transactions 1,036,594 shares Directly held Class A Common Stock following June 1, 2026 trades
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 August 5, 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 financial
"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."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
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 and monthly thereafter for the following three years..."
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.
volume weighted average sale price financial
"The price reported above reflects the volume weighted average sale price."
forward stock split financial
"All amounts reflect the five for one forward stock split conducted by the issuer on May 7, 2026."
A forward stock split is when a company increases the number of its shares by dividing each existing share into smaller parts. This makes the stock price lower and more affordable for investors, similar to splitting a pizza into more slices so everyone can get a smaller piece. It doesn't change the company's total value, just how it's divided among shareholders.
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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*
JENKINS MARK W.

(Last)(First)(Middle)
C/O CARVANA CO.
300 E. RIO SALADO PKWY

(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 Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
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 Stock06/01/2026F(1)7,016D$711,036,594(2)D
Class A Common Stock06/01/2026M(3)50,000A$2.011,086,594(2)D
Class A Common Stock06/01/2026M(3)10,000A$8.411,096,594(2)D
Class A Common Stock06/01/2026M(3)3,750A$10.391,100,344(2)D
Class A Common Stock06/01/2026S(3)24,259D$69.72(4)(5)1,076,085(2)D
Class A Common Stock06/01/2026S(3)36,986D$70.78(4)(6)1,039,099(2)D
Class A Common Stock06/01/2026S(3)2,505D$71.28(4)(7)1,036,594(2)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (Right to Buy)$2.0106/01/2026M(3)50,00004/01/2024(8)02/22/2033Class A Common Stock50,000$0592,565(2)D
Stock Options (Right to Buy)$8.4106/01/2026M(3)10,00004/01/2025(9)01/24/2034Class A Common Stock10,000$0223,515(2)D
Stock Options (Right to Buy)$10.3906/01/2026M(3)3,75004/01/2025(9)02/13/2034Class A Common Stock3,750$085,480(2)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. All amounts reflect the five for one forward stock split conducted by the issuer on May 7, 2026.
3. The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024.
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 $69.15 to $70.14 inclusive.
6. This transaction was executed in multiple trades at prices ranging from $70.15 to $71.15 inclusive.
7. This transaction was executed in multiple trades at prices ranging from $71.15 to $72.02 inclusive.
8. 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.
9. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vests 25% on April 1, 2025 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 Mark W. Jenkins06/03/2026
** 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)

FAQ

What did Carvana (CVNA) CFO Mark Jenkins report in this Form 4?

Carvana CFO Mark W. Jenkins reported option exercises and share sales in Class A Common Stock. He exercised options for 63,750 shares, sold 63,750 shares in the open market, and had 7,016 shares withheld for taxes, ending with 1,036,594 shares held directly.

How many Carvana (CVNA) shares did the CFO sell and at what prices?

The CFO sold 63,750 shares of Carvana Class A Common Stock in open‑market transactions. Reported sale prices included volume‑weighted averages around $69.72, $70.78, and $71.28, with trades executed in ranges from $69.15 to $72.02 according to the Form 4 footnotes.

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

After completing the reported option exercises, sales, and tax‑withholding events, Carvana CFO Mark W. Jenkins directly holds 1,036,594 shares of Class A Common Stock. This share count is disclosed in the Form 4 as the total shares beneficially owned following the transactions on June 1, 2026.

Were Carvana (CVNA) CFO’s trades made under a Rule 10b5-1 trading plan?

Yes. The Form 4 footnotes state that the reported option exercises and related sales were effected under a Rule 10b5‑1 trading plan. That plan was adopted by the reporting person on August 5, 2024, indicating the trades were pre‑scheduled rather than opportunistic.

What stock options did the Carvana (CVNA) CFO exercise in this filing?

The CFO exercised non‑qualified stock options for 63,750 underlying shares of Class A Common Stock. These options carried exercise prices of $10.39, $8.41, and $2.01 per share, with vesting schedules starting April 1, 2024 and April 1, 2025, and expirations extending into 2033 and 2034.

Why were some Carvana (CVNA) shares withheld in the CFO’s Form 4?

The filing explains that 7,016 shares of Carvana Class A Common Stock were withheld to cover taxes upon vesting of restricted stock units. This tax‑withholding disposition is coded as an “F” transaction and reflects payment of tax obligations rather than an open‑market sale.