Garcia Ernest C. II's Form 4 filing
Carvana Co. (CVNA) · filed Oct 17, 2024
- Accession no.
- 0000950170-24-115411
- Filed
- Oct 17, 2024, 5:48 PM ET
- Trade date
- Oct 15-16, 2024
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Checked
This filing lists 16 non-derivative transactions and 2 derivative transactions. Open-market sales total $38.5M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Garcia Ernest C. IICIK 0001017608 | 10% Owner |
| Ecg II Spe, LLCCIK 0001754720 | 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 15, 2024 | Class A Common Stock | CConversionAcquired | +100,000 | –F1 | – | 100,000 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −5,400 | $189.41F3 | −$1,022,806.98 | 94,600 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −13,590 | $190.93F3 | −$2,594,752.29 | 81,010 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −56,815 | $191.61F3 | −$10,886,396.01 | 24,195 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −16,647 | $192.57F3 | −$3,205,709.46 | 7,548 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −7,448 | $193.48F3 | −$1,441,042.76 | 100 | Direct | |
| Oct 15, 2024 | Class A Common Stock | SSaleDisposed | −100 | $194.46 | −$19,446 | 0 | Direct | |
| Oct 16, 2024 | Class A Common Stock | CConversionAcquired | +100,000 | –F1 | – | 100,000 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −6,111 | $190.05F4 | −$1,161,416.94 | 93,889 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −8,179 | $190.97F4 | −$1,561,922.36 | 85,710 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −8,519 | $192.07F4 | −$1,636,230.7 | 77,191 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −33,655 | $193.19F4 | −$6,501,701.75 | 43,536 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −41,746 | $193.94F4 | −$8,096,148.27 | 1,790 | Direct | |
| Oct 16, 2024 | Class A Common Stock | SSaleDisposed | −1,790 | $194.82F4 | −$348,721.36 | 0 | Direct | |
| Oct 15, 2024 | Class B Common Stock | JOtherDisposed | −100,000 | –F7 | – | 38,158,131 | Direct | |
| Oct 16, 2024 | Class B Common Stock | JOtherDisposed | −100,000 | –F7 | – | 38,058,131 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Oct 15, 2024 | Class A Common Stock | CConversionDisposed | −100,000 | $0.00 | $0 | 47,697,663 | Direct | |
| Oct 16, 2024 | Class A Common Stock | CConversionDisposed | −100,000 | $0.00 | $0 | 47,572,663 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
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 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").
Referenced by the price of 2 transactions in Table I.
- F3
The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $189.02-$189.94, inclusive (weighted average of $189.4087); $190.15-$191.14, inclusive (weighted average of $190.931); $191.15-$192.13, inclusive (weighted average of $191.6113); $192.15-$193.11, inclusive (weighted average of $192.5698); and $193.24-$193.74, inclusive (weighted average of $193.4805), 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.
Referenced by the price of 5 transactions in Table I.
- F4
Prices reported in Column 4 are weighted average prices. Shares were sold in multiple transactions at prices ranging from $189.53-$190.44, inclusive (weighted average of $190.0535); $190.53-$191.50, inclusive (weighted average of $190.9674); $191.565-$192.47, inclusive (weighted average of $192.0684); $192.57-$193.56, inclusive (weighted average of $193.1868); $193.57-$194.55, inclusive (weighted average of $193.9383); and $194.63-$194.88, inclusive (weighted average of $194.8164), respectively. Reporting person undertakes to provide to issuer or staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within ranges set forth herein.
Referenced by the price of 6 transactions in Table I.
- F7
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.
Referenced by the price of 2 transactions in Table I.