Filing Details
- Accession Number:
- 0001690820-24-000338
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-10-24 18:40:00
- Reporting Period:
- 2024-10-22
- Accepted Time:
- 2024-10-24 18:40:00
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1690820 | Carvana Co. | CVNA | Retail-Auto Dealers & Gasoline Stations (5500) | 814549921 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1700545 | W. Paul Breaux | C/O Carvana Co. 300 E. Rio Salado Pkwy Tempe AZ 85281 | See Remarks | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2024-10-22 | 6,769 | $10.07 | 134,042 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2024-10-22 | 14,548 | $198.00 | 119,494 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2024-10-23 | 7,779 | $0.00 | 127,273 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2024-10-23 | 25,452 | $198.00 | 101,821 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2024-10-23 | 24,937 | $0.00 | 126,758 | No | 4 | C | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class A Common Stock | Stock Options (Right to Buy) | Disposition | 2024-10-22 | 6,769 | $0.00 | 6,769 | $10.07 |
| Class A Common Stock | Class B Units | Disposition | 2024-10-23 | 10,551 | $12.00 | 7,779 | $12.00 |
| Class A Common Stock | Class B Units | Disposition | 2024-10-23 | 33,795 | $12.00 | 24,937 | $12.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 309,334 | 2024-04-01 | 2033-02-22 | No | 4 | M | Direct |
| 33,795 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- The reported conversions and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 9, 2023 (the "10b5-1 Plan").
- This transaction was executed in multiple trades at prices ranging from $ 198.00 to $198.07, 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.
- 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.
- The Reporting Person was granted 50,000 Class B Units on April 27, 2017 with a participation threshold of $12.00; 10,000 of which vested on February 1, 2018 and 833 of which vested on the first of each month thereafter. The Class B Units have no expiration date.
- 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, 2024 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
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