Garcia Ernest C. II's Form 4/A amendment
AmendedCarvana Co. (CVNA) · filed Jun 15, 2022
- Accession no.
- 0001209191-22-036923
- Filed
- Jun 15, 2022, 3:42 PM ET
- Trade date
- Jun 10-13, 2022
- Filing delay
- 5 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Jun 14, 2022
This filing lists 3 non-derivative transactions. Open-market purchases total $42.0M. It was filed 5 days after the trade.
This amendment replaces 0001209191-22-036811 (filed Jun 14, 2022).
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 |
| Verde Investments, Inc.CIK 0001704727 | 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 |
|---|---|---|---|---|---|---|---|---|
| Jun 10, 2022 | Class A Common Stock | PPurchaseAcquired | +793,790 | $21.95F1 | +$17,421,388.51 | 1,386,846 | Indirect | |
| Jun 13, 2022 | Class A Common Stock | PPurchaseAcquired | +759,646 | $20.50F3 | +$15,569,552.49 | 2,146,492 | Indirect | |
| Jun 13, 2022 | Class A Common Stock | PPurchaseAcquired | +431,822 | $20.97F3 | +$9,055,868.71 | 2,578,314 | Indirect |
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
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $21.62 to $22.00, inclusive (weighted average of $21.9471). 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 purchased at each separate price within the ranges set forth herein.
Referenced by the price of 1 transaction in Table I.
- F2
These Class A Shares are owned directly by Verde Investments, Inc., an entity which Mr. Garcia wholly owns and controls.
- F3
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $19.85 to $20.84, inclusive (weighted average of $20.4958) and $20.85 to $21.44, inclusive (weighted average of $20.9713), 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 purchased at each separate price within the ranges set forth herein.
Referenced by the price of 2 transactions in Table I.
- F4
These Class A Shares are owned directly by the Ernest Irrevocable 2004 Trust III (the "2004 Trust"). Mr. Garcia may have shared voting and dispositive power with respect to the Class A Shares held by the 2004 Trust. Mr. Garcia is a non-voting co-trustee with respect to the 2004 Trust and Mr. Garcia's son, Ernie Garcia III, is the sole beneficiary.
- F5
These Class A Shares are owned directly by the Ernest C. Garcia III Multi-Generational Trust III (the "Multi-Generational Trust"). Mr. Garcia may have shared voting and dispositive power with respect to the Class A Shares held by the Multi-Generational Trust. Mr. Garcia is a non-voting co-trustee with respect to the Multi-Generational Trust, and Ernie Garcia III and his children are the sole beneficiaries.
- F6
These Class B Shares are owned directly by the 2004 Trust.
- F7
These Class B Shares are owned directly by the Multi-Generational Trust.
- F8
These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls.
- F9
These Class A Units are exchangeable for 0.8 Class A Shares 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").
- F10
These Class A Units are owned directly by the 2004 Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.
- F11
These Class A Units are owned directly by the Multi-Generational Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.
- F12
These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.