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Huston Benjamin E.'s Form 4 filing

Carvana Co.CVNA · filed Apr 9, 2025

Accession no.
0001690820-25-000130
Filed
Apr 9, 2025
Trade date
Apr 7-9, 2025
Filing delay
2 days
Rule 10b5-1 plan
Checked

This filing lists 4 non-derivative transactions and 1 derivative transaction. Open-market sales total $7.54M. 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
Huston Benjamin E.CIK 0001700537Officer (Chief Operating Officer)

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
Apr 7, 2025Class A Common StockSSaleDisposed−32,494$150.41F2−$4,887,422.54141,309Direct
Apr 7, 2025Class A Common StockSSaleDisposed−8,906$151.34F3−$1,347,834.04132,403Direct
Apr 7, 2025Class A Common StockSSaleDisposed−8,600$152.27F4−$1,309,522123,803Direct
Apr 9, 2025Class A Common StockCConversionAcquired+26,710$0.00F5,F6$0150,513Direct

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
Apr 9, 2025Class A Common StockCConversionDisposed−26,710$0.00$058,061Direct

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

This transaction was executed in multiple trades at prices ranging from $150.00 to $150.99, inclusive. 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.

Referenced by the price of 1 transaction in Table I.

F3

This transaction was executed in multiple trades at prices ranging from $151.00 to $151.89, inclusive. 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.

Referenced by the price of 1 transaction in Table I.

F4

This transaction was executed in multiple trades at prices ranging from $152.13 to $152.48, inclusive. 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.

Referenced by the price of 1 transaction in Table I.

F5

Mr. Huston was granted 1,000,000 Class B common units ("Class B Units") of Carvana Group, LLC ("Carvana Group") on March 24, 2015 with a participation threshold of $0.00; 250,000 vested on the grant date and 16,667 vest on the first of each month thereafter.

Referenced by the price of 1 transaction in Table I.

F6

Pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement"), holders of Class B Units may 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.

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