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[Form 4] Carvana Co. Insider Trading Activity

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4
Insider GARCIA ERNEST C. II, ECG II SPE, LLC
Role 10% Owner | 10% Owner
Sold 93,376 shs ($36.81M)
Type Security Shares Price Value
Conversion Class A Units 125,000 $0.00 --
Conversion Class A Common Stock 100,000 $0.00 --
Sale Class A Common Stock 2,339 $384.1373 $898K
Sale Class A Common Stock 3,537 $385.1565 $1.36M
Sale Class A Common Stock 2,650 $385.8354 $1.02M
Sale Class A Common Stock 4,558 $386.9878 $1.76M
Sale Class A Common Stock 5,408 $388.0722 $2.10M
Sale Class A Common Stock 8,018 $389.0481 $3.12M
Sale Class A Common Stock 6,564 $390.0059 $2.56M
Sale Class A Common Stock 5,016 $390.9919 $1.96M
Sale Class A Common Stock 4,141 $392.1065 $1.62M
Sale Class A Common Stock 6,034 $393.0964 $2.37M
Sale Class A Common Stock 5,330 $394.1219 $2.10M
Sale Class A Common Stock 8,178 $395.1366 $3.23M
Sale Class A Common Stock 3,385 $396.0428 $1.34M
Sale Class A Common Stock 1,320 $397.078 $524K
Sale Class A Common Stock 2,608 $398.2013 $1.04M
Sale Class A Common Stock 1,864 $399.1318 $744K
Sale Class A Common Stock 2,280 $400.3673 $913K
Sale Class A Common Stock 5,424 $401.1731 $2.18M
Sale Class A Common Stock 3,022 $402.1832 $1.22M
Sale Class A Common Stock 2,822 $403.3181 $1.14M
Sale Class A Common Stock 2,628 $404.3315 $1.06M
Sale Class A Common Stock 2,168 $405.18 $878K
Sale Class A Common Stock 2,208 $406.246 $897K
Sale Class A Common Stock 1,874 $407.3257 $763K
Other Class B Common Stock 100,000 $0.00 --
holding Class A Units -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: Class A Units — 44,053,489 shares (Direct); Class A Common Stock — 100,000 shares (Direct); Class B Common Stock — 35,242,792 shares (Direct); Class A Units — 8,000,000 shares (Indirect, ECG II SPE, LLC); Class B Common Stock — 8,000,000 shares (Indirect, ECG II SPE, LLC)
Footnotes (1)
  1. Reflects the conversion of Class A Common Units ("Class A Units") of Carvana Group, LLC ("Carvana Group") owned directly by Ernest C. Garcia II into shares of Class A Common Stock ("Class A Shares") of the Issuer pursuant to the Exchange Agreement, dated April 27, 2017, by and among the Issuer, Carvana Co. Sub LLC, Carvana Group and the members of Carvana Group (the "Exchange Agreement"). The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ernest C. Garcia II and Elizabeth Joanne Garcia on December 13, 2024. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $383.45-$384.44, inclusive (weighted average of $384.1373); $384.46-$385.45, inclusive (weighted average of $385.1565); $385.46-$386.43, inclusive (weighted average of $385.8354); $386.485-$387.48, inclusive (weighted average of $386.9878); $387.54-$388.5163, inclusive (weighted average of $388.0722); $388.54-$389.52, inclusive (weighted average of $389.0481); $389.54-$390.53, inclusive (weighted average of $390.0059); $390.55-$391.53, inclusive (weighted average of $390.9919); $391.56-$392.50, inclusive (weighted average of $392.1065); $392.59-$393.585, inclusive (weighted average of $393.0964); $393.64-$394.625, inclusive (weighted average of $394.1219); and $394.64-$395.63, inclusive (weighted average of $395.1366), respectively. The reporting person undertakes to provide to the issuer or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $395.64-$396.60, inclusive (weighted average of $396.0428); $396.64-$397.625, inclusive (weighted average of $397.078); $397.70-$398.69, inclusive (weighted average of $398.2013); $398.70-$399.64, inclusive (weighted average of $399.1318); $399.73-$400.72, inclusive (weighted average of $400.3673); $400.7444-$401.73, inclusive (weighted average of $401.1731); $401.7595-$402.75, inclusive (weighted average of $402.1832); $402.79-$403.7588, inclusive (weighted average of $403.3181); $403.8147-$404.8144, inclusive (weighted average of $404.3315); $404.83-$405.7962, inclusive (weighted average of $405.18); $405.85-$406.8392, inclusive (weighted average of $406.246); and $406.9175-$407.86, inclusive (weighted average of $407.3257), respectively. Reflects the cancellation for no consideration of Class B Common Stock of the Issuer ("Class B Shares") in connection with the conversion of Class A Units into Class A Shares. Following the reported transaction, the remaining Class B Shares are owned directly by Ernest C. Garcia II. These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls. These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.
Form 4 Insider Transactions: What Each Field Means →
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*
GARCIA ERNEST C. II
(Last) (First) (Middle)
1720 W. RIO SALADO PARKWAY
SUITE A
(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 X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 07/31/2025 C 100,000 A (1) 100,000 D
Class A Common Stock 07/31/2025 S(2) 2,339 D $384.1373(3)(4) 97,661 D
Class A Common Stock 07/31/2025 S(2) 3,537 D $385.1565(3)(4) 94,124 D
Class A Common Stock 07/31/2025 S(2) 2,650 D $385.8354(3)(4) 91,474 D
Class A Common Stock 07/31/2025 S(2) 4,558 D $386.9878(3)(4) 86,916 D
Class A Common Stock 07/31/2025 S(2) 5,408 D $388.0722(3)(4) 81,508 D
Class A Common Stock 07/31/2025 S(2) 8,018 D $389.0481(3)(4) 73,490 D
Class A Common Stock 07/31/2025 S(2) 6,564 D $390.0059(3)(4) 66,926 D
Class A Common Stock 07/31/2025 S(2) 5,016 D $390.9919(3)(4) 61,910 D
Class A Common Stock 07/31/2025 S(2) 4,141 D $392.1065(3)(4) 57,769 D
Class A Common Stock 07/31/2025 S(2) 6,034 D $393.0964(3)(4) 51,735 D
Class A Common Stock 07/31/2025 S(2) 5,330 D $394.1219(3)(4) 46,405 D
Class A Common Stock 07/31/2025 S(2) 8,178 D $395.1366(3)(4) 38,227 D
Class A Common Stock 07/31/2025 S(2) 3,385 D $396.0428(4)(5) 34,842 D
Class A Common Stock 07/31/2025 S(2) 1,320 D $397.078(4)(5) 33,522 D
Class A Common Stock 07/31/2025 S(2) 2,608 D $398.2013(4)(5) 30,914 D
Class A Common Stock 07/31/2025 S(2) 1,864 D $399.1318(4)(5) 29,050 D
Class A Common Stock 07/31/2025 S(2) 2,280 D $400.3673(4)(5) 26,770 D
Class A Common Stock 07/31/2025 S(2) 5,424 D $401.1731(4)(5) 21,346 D
Class A Common Stock 07/31/2025 S(2) 3,022 D $402.1832(4)(5) 18,324 D
Class A Common Stock 07/31/2025 S(2) 2,822 D $403.3181(4)(5) 15,502 D
Class A Common Stock 07/31/2025 S(2) 2,628 D $404.3315(4)(5) 12,874 D
Class A Common Stock 07/31/2025 S(2) 2,168 D $405.18(4)(5) 10,706 D
Class A Common Stock 07/31/2025 S(2) 2,208 D $406.246(4)(5) 8,498 D
Class A Common Stock 07/31/2025 S(2) 1,874 D $407.3257(4)(5) 6,624 D
Class B Common Stock 07/31/2025 J 100,000 D (6) 35,242,792 D
Class B Common Stock 8,000,000 I ECG II SPE, LLC(7)
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
Class A Units (1) 07/31/2025 C 125,000 (1) (1) Class A Common Stock 100,000 $0 44,053,489 D
Class A Units (8) (8) (8) Class A Common Stock 8,000,000 10,000,000 I ECG II SPE, LLC
1. Name and Address of Reporting Person*
GARCIA ERNEST C. II
(Last) (First) (Middle)
1720 W. RIO SALADO PARKWAY
SUITE A
(Street)
TEMPE AZ 85281
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
ECG II SPE, LLC
(Last) (First) (Middle)
1720 W. RIO SALADO PARKWAY
SUITE A
(Street)
TEMPE AZ 85281
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Reflects the conversion of Class A Common Units ("Class A Units") of Carvana Group, LLC ("Carvana Group") owned directly by Ernest C. Garcia II into shares of Class A Common Stock ("Class A Shares") of the Issuer pursuant to the Exchange Agreement, dated April 27, 2017, by and among the Issuer, Carvana Co. Sub LLC, Carvana Group and the members of Carvana Group (the "Exchange Agreement").
2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ernest C. Garcia II and Elizabeth Joanne Garcia on December 13, 2024.
3. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $383.45-$384.44, inclusive (weighted average of $384.1373); $384.46-$385.45, inclusive (weighted average of $385.1565); $385.46-$386.43, inclusive (weighted average of $385.8354); $386.485-$387.48, inclusive (weighted average of $386.9878); $387.54-$388.5163, inclusive (weighted average of $388.0722); $388.54-$389.52, inclusive (weighted average of $389.0481); $389.54-$390.53, inclusive (weighted average of $390.0059); $390.55-$391.53, inclusive (weighted average of $390.9919); $391.56-$392.50, inclusive (weighted average of $392.1065); $392.59-$393.585, inclusive (weighted average of $393.0964); $393.64-$394.625, inclusive (weighted average of $394.1219); and $394.64-$395.63, inclusive (weighted average of $395.1366), respectively.
4. The reporting person undertakes to provide to the issuer or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
5. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $395.64-$396.60, inclusive (weighted average of $396.0428); $396.64-$397.625, inclusive (weighted average of $397.078); $397.70-$398.69, inclusive (weighted average of $398.2013); $398.70-$399.64, inclusive (weighted average of $399.1318); $399.73-$400.72, inclusive (weighted average of $400.3673); $400.7444-$401.73, inclusive (weighted average of $401.1731); $401.7595-$402.75, inclusive (weighted average of $402.1832); $402.79-$403.7588, inclusive (weighted average of $403.3181); $403.8147-$404.8144, inclusive (weighted average of $404.3315); $404.83-$405.7962, inclusive (weighted average of $405.18); $405.85-$406.8392, inclusive (weighted average of $406.246); and $406.9175-$407.86, inclusive (weighted average of $407.3257), respectively.
6. Reflects the cancellation for no consideration of Class B Common Stock of the Issuer ("Class B Shares") in connection with the conversion of Class A Units into Class A Shares. Following the reported transaction, the remaining Class B Shares are owned directly by Ernest C. Garcia II.
7. These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls.
8. These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.
/s/ Ernest C. Garcia II 08/04/2025
/s/ Ernest C. Garcia II, ECG II SPE, LLC 08/04/2025
** 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.

Source: View Original Filing on SEC EDGAR