Carvana (CVNA) CFO logs stock option exercises and high-priced share sales

Rhea-AI Filing Summary

Carvana Co.’s Chief Financial Officer reported multiple stock transactions. On 01/01/2026, 887 shares of Class A common stock were withheld for taxes upon vesting of restricted stock units, leaving 204,036 shares held directly. On 01/02/2026, the officer exercised stock options to acquire 10,000 shares at $10.07, 2,000 shares at $42.03, and 750 shares at $51.97 per share.

That same day, the officer sold multiple blocks of Class A common stock in a series of trades at volume‑weighted average prices ranging from about $391.19 to $420.15 per share, ending with 204,036 shares of Class A common stock held directly. The filing notes these option exercises and sales were made under a Rule 10b5‑1 trading plan adopted on August 5, 2024, and provides detailed price ranges for each group of sales, along with remaining stock option holdings.

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^*

JENKINS MARK W.

(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)
	Chief Financial Officer

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

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	01/01/2026		F		887(1)	D	$422.02	204,036	D
Class A Common Stock	01/02/2026		M		10,000(2)	A	$10.07	214,036	D
Class A Common Stock	01/02/2026		M		2,000(2)	A	$42.03	216,036	D
Class A Common Stock	01/02/2026		M		750(2)	A	$51.97	216,786	D
Class A Common Stock	01/02/2026		S(2)		280	D	$391.79(3)(4)	216,506	D
Class A Common Stock	01/02/2026		S(2)		440	D	$392.62(3)(5)	216,066	D
Class A Common Stock	01/02/2026		S(2)		370	D	$393.77(3)(6)	215,696	D
Class A Common Stock	01/02/2026		S(2)		600	D	$395.13(3)(7)	215,096	D
Class A Common Stock	01/02/2026		S(2)		600	D	$396.08(3)(8)	214,496	D
Class A Common Stock	01/02/2026		S(2)		701	D	$397.27(3)(9)	213,795	D
Class A Common Stock	01/02/2026		S(2)		680	D	$398.4(3)(10)	213,115	D
Class A Common Stock	01/02/2026		S(2)		1,760	D	$399.35(3)(11)	211,355	D
Class A Common Stock	01/02/2026		S(2)		1,517	D	$400.46(3)(12)	209,838	D
Class A Common Stock	01/02/2026		S(2)		1,120	D	$401.62(3)(13)	208,718	D
Class A Common Stock	01/02/2026		S(2)		832	D	$402.44(3)(14)	207,886	D
Class A Common Stock	01/02/2026		S(2)		332	D	$403.53(3)(15)	207,554	D
Class A Common Stock	01/02/2026		S(2)		320	D	$404.54(3)(16)	207,234	D
Class A Common Stock	01/02/2026		S(2)		200	D	$405.52(3)(17)	207,034	D
Class A Common Stock	01/02/2026		S(2)		120	D	$407.14(3)(18)	206,914	D
Class A Common Stock	01/02/2026		S(2)		90	D	$409.07(3)(19)	206,824	D
Class A Common Stock	01/02/2026		S(2)		150	D	$410.13(3)(20)	206,674	D
Class A Common Stock	01/02/2026		S(2)		200	D	$411.68(3)(21)	206,474	D
Class A Common Stock	01/02/2026		S(2)		200	D	$413.16(3)(22)	206,274	D
Class A Common Stock	01/02/2026		S(2)		368	D	$414.27(3)(23)	205,906	D
Class A Common Stock	01/02/2026		S(2)		280	D	$415.21(3)(24)	205,626	D
Class A Common Stock	01/02/2026		S(2)		160	D	$416.26(3)(25)	205,466	D
Class A Common Stock	01/02/2026		S(2)		360	D	$417.85(3)(26)	205,106	D
Class A Common Stock	01/02/2026		S(2)		120	D	$418.58(3)(27)	204,986	D
Class A Common Stock	01/02/2026		S(2)		950	D	$419.53(3)(28)	204,036	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
Stock Options (Right to Buy)	$10.07	01/02/2026		M(2)			10,000	04/01/2024(29)	02/22/2033	Class A Common Stock	10,000	$0	168,513	D
Stock Options (Right to Buy)	$42.03	01/02/2026		M(2)			2,000	04/01/2025(30)	01/24/2034	Class A Common Stock	2,000	$0	54,703	D
Stock Options (Right to Buy)	$51.97	01/02/2026		M(2)			750	04/01/2025(30)	02/13/2034	Class A Common Stock	750	$0	20,846	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. 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.

3. 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.

4. This transaction was executed in multiple trades at prices ranging from $391.19 to $392.08, inclusive.

5. This transaction was executed in multiple trades at prices ranging from $392.19 to $393.06, inclusive.

6. This transaction was executed in multiple trades at prices ranging from $393.35 to $394.27, inclusive.

7. This transaction was executed in multiple trades at prices ranging from $394.60 to $395.56, inclusive.

8. This transaction was executed in multiple trades at prices ranging from $395.79 to $396.54, inclusive.

9. This transaction was executed in multiple trades at prices ranging from $396.85 to $397.78 inclusive.

10. This transaction was executed in multiple trades at prices ranging from $397.91 to $398.88, inclusive.

11. This transaction was executed in multiple trades at prices ranging from $398.92 to $399.86, inclusive.

12. This transaction was executed in multiple trades at prices ranging from $399.96 to $400.93, inclusive.

13. This transaction was executed in multiple trades at prices ranging from $400.97 to $401.95, inclusive.

14. This transaction was executed in multiple trades at prices ranging from $401.99 to $402.98, inclusive.

15. This transaction was executed in multiple trades at prices ranging from $403.06 to $403.97, inclusive.

16. This transaction was executed in multiple trades at prices ranging from $404.07 to $405.03, inclusive.

17. This transaction was executed in multiple trades at prices ranging from $405.13 to $405.79, inclusive.

18. This transaction was executed in multiple trades at prices ranging from $407.13 to $407.16, inclusive.

19. This transaction was executed in multiple trades at prices ranging from $408.59 to $409.52, inclusive.

20. This transaction was executed in multiple trades at prices ranging from $409.74 to $410.36, inclusive.

21. This transaction was executed in multiple trades at prices ranging from $411.54 to $411.90, inclusive.

22. This transaction was executed in multiple trades at prices ranging from $412.86 to $413.79, inclusive.

23. This transaction was executed in multiple trades at prices ranging from $413.93 to $414.66, inclusive.

24. This transaction was executed in multiple trades at prices ranging from $414.94 to $415.79, inclusive.

25. This transaction was executed in multiple trades at prices ranging from $416.17 to $416.35, inclusive.

26. This transaction was executed in multiple trades at prices ranging from $417.18 to $418.17, inclusive.

27. This transaction was executed in multiple trades at prices ranging from $418.38 to $418.97, inclusive.

28. This transaction was executed in multiple trades at prices ranging from $419.43 to $420.15, inclusive.

29. 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.

30. 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, 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. Jenkins	01/05/2026
	** 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 its CFO?

The Chief Financial Officer reported tax withholding on restricted stock units, exercises of stock options, and multiple open‑market sales of Class A common stock on 01/01/2026 and 01/02/2026. The transactions involved both acquiring shares through option exercises and selling shares in numerous price‑tiered trades.

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

After completing the reported transactions, the officer directly beneficially owns 204,036 shares of Carvana Class A common stock, as shown in the post‑transaction balances in Table I.

Were the Carvana (CVNA) insider trades made under a Rule 10b5-1 plan?

Yes. The filing states that the reported option exercises and sales on 01/02/2026 were effected pursuant to a Rule 10b5‑1 trading plan adopted by the reporting person on August 5, 2024, and the Form 4 includes the checkbox reference to Rule 10b5‑1(c).

At what prices did the Carvana (CVNA) CFO exercise stock options and sell shares?

The officer exercised stock options to buy shares at $10.07, $42.03, and $51.97 per share. Subsequent sales were executed in multiple trades with volume‑weighted average sale prices ranging from about $391.19 to $420.15 per share, with detailed price ranges listed in the Explanation of Responses.

What tax-related transaction is disclosed for Carvana (CVNA) in this Form 4?

On 01/01/2026, 887 shares of Carvana Class A common stock were withheld to cover taxes upon the vesting of restricted stock units, as described in the Explanation of Responses and reflected in Table I.

What stock options does the Carvana (CVNA) CFO still hold after these transactions?

Table II shows remaining stock options with exercise prices of $10.07, $42.03, and $51.97 per share, each tied to Class A common stock. Following the reported exercises, the officer continues to beneficially own derivative securities, including 168,513, 54,703, and 20,846 options, subject to the vesting and expiration schedules disclosed.