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Garcia Ernest C. II's Form 4 filing

Carvana Co. (CVNA) · filed Jun 11, 2025

Accession no.
0000950170-25-084941
Filed
Jun 11, 2025, 5:30 PM ET
Trade date
Jun 9-10, 2025
Filing delay
2 days
Rule 10b5-1 plan
Checked

This filing lists 23 non-derivative transactions and 2 derivative transactions. Open-market sales total $33.3M. 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.

Reporting owners on this filing
OwnerRelationship to the company
Garcia Ernest C. IICIK 000101760810% Owner
Ecg II Spe, LLCCIK 000175472010% Owner

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Jun 9, 2025Class A Common StockCConversionAcquired+50,000–F1–50,000Direct
Jun 9, 2025Class A Common StockSSaleDisposed−24,056$329.68F3−$7,930,690.6725,944Direct
Jun 9, 2025Class A Common StockSSaleDisposed−18,712$330.38F3−$6,182,063.087,232Direct
Jun 9, 2025Class A Common StockSSaleDisposed−6,232$331.46F3−$2,065,676.171,000Direct
Jun 9, 2025Class A Common StockSSaleDisposed−100$332.04−$33,204900Direct
Jun 9, 2025Class A Common StockSSaleDisposed−900$335.35F3−$301,815.990Direct
Jun 10, 2025Class A Common StockCConversionAcquired+50,000–F1–50,000Direct
Jun 10, 2025Class A Common StockSSaleDisposed−427$331.39F4,F5−$141,504.3449,573Direct
Jun 10, 2025Class A Common StockSSaleDisposed−7,048$332.56F4,F5−$2,343,882.1842,525Direct
Jun 10, 2025Class A Common StockSSaleDisposed−10,225$333.33F4,F5−$3,408,306.4132,300Direct
Jun 10, 2025Class A Common StockSSaleDisposed−3,580$334.29F4,F5−$1,196,756.0528,720Direct
Jun 10, 2025Class A Common StockSSaleDisposed−2,420$335.47F4,F5−$811,830.8726,300Direct
Jun 10, 2025Class A Common StockSSaleDisposed−3,768$336.74F4,F5−$1,268,834.0622,532Direct
Jun 10, 2025Class A Common StockSSaleDisposed−8,761$337.41F4,F5−$2,956,020.9713,771Direct
Jun 10, 2025Class A Common StockSSaleDisposed−4,670$338.30F4,F5−$1,579,863.349,101Direct
Jun 10, 2025Class A Common StockSSaleDisposed−637$339.89F4,F5−$216,5078,464Direct
Jun 10, 2025Class A Common StockSSaleDisposed−1,310$340.65F4,F5−$446,245.347,154Direct
Jun 10, 2025Class A Common StockSSaleDisposed−2,644$341.82F4,F5−$903,765.734,510Direct
Jun 10, 2025Class A Common StockSSaleDisposed−2,279$343.07F4,F5−$781,850.152,231Direct
Jun 10, 2025Class A Common StockSSaleDisposed−1,666$344.07F4,F5−$573,226.12565Direct
Jun 10, 2025Class A Common StockSSaleDisposed−565$344.62F4,F5−$194,707.870Direct
Jun 9, 2025Class B Common StockJOtherDisposed−50,000–F6–37,042,317Direct
Jun 10, 2025Class B Common StockJOtherDisposed−50,000–F6–36,992,317Direct

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.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Jun 9, 2025Class A Common StockCConversionDisposed−50,000$0.00$046,302,895Direct
Jun 10, 2025Class A Common StockCConversionDisposed−50,000$0.00$046,240,395Direct

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 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").

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 $329.03-$330.025, inclusive (weighted average of $329.6762); $330.03-$331.025, inclusive (weighted average of $330.3796); $331.04-$332.005, inclusive (weighted average of $331.4628); and $335.04-$335.60, inclusive (weighted average of $335.3511), 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 4 transactions in Table I.

F4

Prices reported in Column 4 are weighted average prices. Shares were sold in multiple transactions at prices ranging from $330.80-$331.68, inclusive (weighted average of $331.3919); $331.87-$332.85, inclusive (weighted average of $332.5599); $332.92-$333.89, inclusive (weighted average of $333.3307); $333.93-$334.86, inclusive (weighted average of $334.2894); $334.99-$335.98, inclusive (weighted average of $335.4673); $335.99-$336.97, inclusive (weighted average of $336.7394); $336.99-$337.96, inclusive (weighted average of $337.4068); $337.99-$338.98, inclusive (weighted average of $338.3005); $339.16-$340.14, inclusive (weighted average of $339.8854); $340.16-$340.95, inclusive (weighted average of $340.6453); $341.43-$342.40, inclusive (weighted average of $341.8176); $342.44-$343.43, inclusive (weighted average of $343.0672); $343.49-$344.30, inclusive (weighted average of $344.0733); and $344.49-$344.77, inclusive (weighted average of $344.6157), respectively.

Referenced by the price of 14 transactions in Table I.

F5

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 14 transactions in Table I.

F6

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.

Read the full filing on SEC EDGAR (opens in a new tab)