Mark W. Jenkins - Nov 4, 2024 Form 4 Insider Report for CARVANA CO. (CVNA)

Signature
/s/ Paul Breaux, by Power of Attorney for Mark W. Jenkins
Stock symbol
CVNA
Transactions as of
Nov 4, 2024
Transactions value $
-$60,338,972
Form type
4
Date filed
11/6/2024, 06:44 PM
Previous filing
Nov 1, 2024
Next filing
Nov 12, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CVNA Class A Common Stock Options Exercise $403K +40K +20.97% $10.07 231K Nov 4, 2024 Direct F1
transaction CVNA Class A Common Stock Options Exercise $663K +15K +6.5% $44.21 246K Nov 4, 2024 Direct F1
transaction CVNA Class A Common Stock Options Exercise $2.03M +53.5K +21.78% $38.00 299K Nov 4, 2024 Direct F1
transaction CVNA Class A Common Stock Sale -$2.18M -9.9K -3.31% $220.30 289K Nov 4, 2024 Direct F1, F2
transaction CVNA Class A Common Stock Sale -$428K -1.94K -0.67% $221.28 287K Nov 4, 2024 Direct F1, F3
transaction CVNA Class A Common Stock Sale -$6.28M -28.2K -9.82% $222.59 259K Nov 4, 2024 Direct F1, F4
transaction CVNA Class A Common Stock Sale -$8.9M -39.8K -15.37% $223.53 219K Nov 4, 2024 Direct F1, F5
transaction CVNA Class A Common Stock Sale -$9.73M -43.4K -19.78% $224.38 176K Nov 4, 2024 Direct F1, F6
transaction CVNA Class A Common Stock Sale -$10.7M -47.5K -27.01% $225.52 128K Nov 4, 2024 Direct F1, F7
transaction CVNA Class A Common Stock Sale -$6.66M -29.4K -22.89% $226.40 99K Nov 4, 2024 Direct F1, F8
transaction CVNA Class A Common Stock Sale -$1.18M -5.2K -5.25% $227.54 93.8K Nov 4, 2024 Direct F1, F9
transaction CVNA Class A Common Stock Sale -$708K -3.1K -3.31% $228.26 90.7K Nov 4, 2024 Direct F1, F10
transaction CVNA Class A Common Stock Sale -$1.5M -6.5K -7.16% $230.34 84.2K Nov 5, 2024 Direct F1, F11
transaction CVNA Class A Common Stock Sale -$1.62M -7.01K -8.32% $231.51 77.2K Nov 5, 2024 Direct F1, F12
transaction CVNA Class A Common Stock Sale -$1.51M -6.5K -8.41% $232.49 70.7K Nov 5, 2024 Direct F1, F13
transaction CVNA Class A Common Stock Sale -$4.7M -20K -28.28% $235.09 50.7K Nov 5, 2024 Direct F1, F14
transaction CVNA Class A Common Stock Conversion of derivative security $0 +100K +197.11% $0.00 151K Nov 6, 2024 Direct F1, F15, F16
transaction CVNA Class A Common Stock Conversion of derivative security $0 +40K +26.54% $0.00 191K Nov 6, 2024 Direct F1, F15, F16
transaction CVNA Class A Common Stock Sale -$2.12M -8.8K -4.61% $240.91 182K Nov 6, 2024 Direct F1, F17
transaction CVNA Class A Common Stock Sale -$714K -2.96K -1.63% $241.57 179K Nov 6, 2024 Direct F1, F18
transaction CVNA Class A Common Stock Sale -$2M -8.25K -4.61% $242.79 171K Nov 6, 2024 Direct F1, F19
transaction CVNA Class A Common Stock Conversion of derivative security $0 +20K +11.71% $0.00 191K Nov 6, 2024 Direct F1, F15, F16, F20

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CVNA Stock Options (Right to Buy) Options Exercise $0 -40K -11.48% $0.00 309K Nov 4, 2024 Class A Common Stock 40K $10.07 Direct F1, F21
transaction CVNA Stock Options (Right to Buy) Options Exercise $0 -15K -100% $0.00 0 Nov 4, 2024 Class A Common Stock 15K $44.21 Direct F1, F22
transaction CVNA Stock Options (Right to Buy) Options Exercise $0 -53.5K -100% $0.00 0 Nov 4, 2024 Class A Common Stock 53.5K $38.00 Direct F1, F23
transaction CVNA Class B Units Conversion of derivative security -$1.6M -134K -66.84% $12.00 66.3K Nov 6, 2024 Class A Common Stock 100K $12.00 Direct F1, F15, F16
transaction CVNA Class B Units Conversion of derivative security -$642K -53.5K -80.61% $12.00 12.9K Nov 6, 2024 Class A Common Stock 40K $12.00 Direct F1, F15, F16
transaction CVNA Class B Units Conversion of derivative security -$154K -12.9K -100% $12.00 0 Nov 6, 2024 Class A Common Stock 9.62K $12.00 Direct F1, F15, F16
transaction CVNA Class B Units Conversion of derivative security -$77.8K -13.4K -13.4% $5.81 86.6K Nov 6, 2024 Class A Common Stock 10.4K $5.81 Direct F1, F16, F20
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 The reported option exercises, unit conversions, and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024.
F2 This transaction was executed in multiple trades at prices ranging from $219.91 to $220.57, 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.
F3 This transaction was executed in multiple trades at prices ranging from $221.00 to $221.99, 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.
F4 This transaction was executed in multiple trades at prices ranging from $222.00 to $222.99, 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.
F5 This transaction was executed in multiple trades at prices ranging from $223.00 to $223.99, 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.
F6 This transaction was executed in multiple trades at prices ranging from $224.00 to $224.99, 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.
F7 This transaction was executed in multiple trades at prices ranging from $225.00 to $225.99, 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.
F8 This transaction was executed in multiple trades at prices ranging from $226.00 to $226.99, 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.
F9 This transaction was executed in multiple trades at prices ranging from $227.00 to $227.92, 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.
F10 This transaction was executed in multiple trades at prices ranging from $228.00 to $228.88, 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.
F11 This transaction was executed in multiple trades at prices ranging from $230.00 to $230.69, 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.
F12 This transaction was executed in multiple trades at prices ranging from $231.12 to $232.11, 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.
F13 This transaction was executed in multiple trades at prices ranging from $232.22 to $233.00, 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.
F14 This transaction was executed in multiple trades at prices ranging from $235.00 to $235.40, 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.
F15 Mr. Jenkins was granted the 200,000 Class B Units on April 27, 2017 with a participation threshold of $12.00; 40,000 of which vested on February 1, 2018 and 3,333 of which vested on the first of each month thereafter.
F16 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.
F17 This transaction was executed in multiple trades at prices ranging from $240.25 to $241.24, 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.
F18 This transaction was executed in multiple trades at prices ranging from $241.25 to $241.68, 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.
F19 This transaction was executed in multiple trades at prices ranging from $242.56 to $243.40, 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.
F20 Mr. Jenkins was granted the 100,000 Class B Units on October 21, 2016 with a participation threshold of $5.81; 20,000 vested on January 1, 2017 and 1,667 vested on the first of each month thereafter.
F21 The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
F22 The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2019 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
F23 The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vest 25% on April 1, 2020 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.