Key facts
- This page summarizes Ernest C. Garcia II's Form 4 filing for CARVANA CO. (CVNA).
- 9 reported transactions and 4 derivative rows are listed below.
- Accepted by SEC: 25 Oct 2024, 18:03.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Conversion of derivative security
Sale
Sale
Sale
Sale
Sale
Sale
Other
No transaction description listed
No transaction description listed
No transaction description listed
No transaction description listed
No transaction description listed
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Conversion of derivative security
No transaction description listed
No transaction description listed
No transaction description listed
Additional SEC filing notes
Rule 10b5-1 trading plan
These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.
Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).
Footnote 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 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").
Footnote F2
The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ernest C. Garcia II and Elizabeth Joanne Garcia on March 11, 2024.
Footnote F3
Prices reported in Column 4 are weighted average prices. Shares were sold in multiple transactions at prices ranging from $198.01-$199.00, inclusive (weighted average of $198.8047); $199.05-$200.02, inclusive (weighted average of $199.6836); $200.06-$201.055, inclusive (weighted average of $200.6137); $201.07-$202.06, inclusive (weighted average of $201.5275); $202.07-$203.06, inclusive (weighted average of $202.4051); and $203.22-$203.60, inclusive (weighted average of $203.2743), respectively. 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.
Footnote 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 Common Stock ("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.
Footnote 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.
Footnote 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.
Footnote F7
These Class B Shares are owned directly by the 2004 Trust.
Footnote F8
These Class B Shares are owned directly by the Multi-Generational Trust.
Footnote F9
These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls.
Footnote 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.
Footnote 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.
Footnote 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.