Jenkins Mark W.'s Form 4 filing
Carvana Co. (CVNA) · filed Aug 4, 2021
- Accession no.
- 0001690820-21-000227
- Filed
- Aug 4, 2021
- Trade date
- Aug 1-3, 2021
- Filing delay
- 3 daysLate
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 3 non-derivative transactions and 1 derivative transaction. Open-market sales total $3.36M. It was filed 3 days after the trade, past the 2-business-day deadline.
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 |
|---|---|
| Jenkins Mark W.CIK 0001700540 | Officer (Chief Financial Officer) |
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 |
|---|---|---|---|---|---|---|---|---|
| Aug 1, 2021 | Class A Common Stock | FTax withholdingDisposed | −269 | $337.56 | −$90,803.64 | 30,396 | Direct | |
| Aug 3, 2021 | Class A Common Stock | CConversionAcquired | +10,000 | $0.00F2,F3 | $0 | 40,396 | Direct | |
| Aug 2, 2021 | Class A Common Stock | SSaleDisposed | −10,000 | $336.02F4 | −$3,360,200 | 30,396 | 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 |
|---|---|---|---|---|---|---|---|---|
| Aug 3, 2021 | Class A Common Stock | CConversionDisposed | −10,000 | $0.00F5 | $0 | 202,399 | 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.
- F2
The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2021 (the "10b5-1 Plan"). The Reporting Person acquired the Class A Common Stock on August 1, 2021 by exchanging 12.500 Class B common units of Carvana Group, LLC ("Class B Units") for 10,000 shares of Class A Common Stock pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement").
Referenced by the price of 1 transaction in Table I.
- F3
The Exchange Agreement permits holders of Class B Units to exchange their Class B Units for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock Value less the Adjusted Participation Threshold (as each term is defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value.
Referenced by the price of 1 transaction in Table I.
- F4
This transaction was executed in multiple trades at prices ranging from $333.70 to $338.00, inclusive; the price reported above reflects the volume weighted average sale price.
Referenced by the price of 1 transaction in Table I.
- F5
The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date.
Referenced by the price of 1 transaction in Table II.