Filing Details
- Accession Number:
- 0001690820-24-000368
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2024-11-06 18:44:29
- Reporting Period:
- 2024-11-04
- Accepted Time:
- 2024-11-06 18:44:29
- 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 |
|---|---|---|---|---|---|---|---|
| 1700540 | W. Mark Jenkins | C/O Carvana Co. 300 E. Rio Salado Pkwy Tempe AZ 85281 | Chief Financial Officer | 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 | 2024-11-04 | 40,000 | $10.07 | 230,732 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2024-11-04 | 14,989 | $44.21 | 245,721 | No | 4 | M | Direct | |
| Class A Common Stock | Acquisiton | 2024-11-04 | 53,506 | $38.00 | 299,227 | No | 4 | M | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 9,900 | $220.30 | 289,327 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 1,936 | $221.28 | 287,391 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 28,209 | $222.59 | 259,182 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 39,835 | $223.53 | 219,347 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 43,386 | $224.38 | 175,961 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 47,524 | $225.52 | 128,437 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 29,403 | $226.40 | 99,034 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 5,200 | $227.54 | 93,834 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-04 | 3,102 | $228.26 | 90,732 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-05 | 6,496 | $230.34 | 84,236 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-05 | 7,008 | $231.51 | 77,228 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-05 | 6,496 | $232.49 | 70,732 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-05 | 20,000 | $235.09 | 50,732 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2024-11-06 | 100,000 | $0.00 | 150,732 | No | 4 | C | Direct | |
| Class A Common Stock | Acquisiton | 2024-11-06 | 40,000 | $0.00 | 190,732 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2024-11-06 | 8,796 | $240.91 | 181,936 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-06 | 2,957 | $241.57 | 178,979 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2024-11-06 | 8,247 | $242.79 | 170,732 | No | 4 | S | Direct | |
| Class A Common Stock | Acquisiton | 2024-11-06 | 20,000 | $0.00 | 190,732 | No | 4 | C | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | C | Direct | |
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | 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 | 2024-11-04 | 40,000 | $0.00 | 40,000 | $10.07 |
| Class A Common Stock | Stock Options (Right to Buy) | Disposition | 2024-11-04 | 14,989 | $0.00 | 14,989 | $44.21 |
| Class A Common Stock | Stock Options (Right to Buy) | Disposition | 2024-11-04 | 53,506 | $0.00 | 53,506 | $38.00 |
| Class A Common Stock | Class B Units | Disposition | 2024-11-06 | 133,672 | $12.00 | 100,000 | $12.00 |
| Class A Common Stock | Class B Units | Disposition | 2024-11-06 | 53,470 | $12.00 | 40,000 | $12.00 |
| Class A Common Stock | Class B Units | Disposition | 2024-11-06 | 12,858 | $12.00 | 9,619 | $12.00 |
| Class A Common Stock | Class B Units | Disposition | 2024-11-06 | 13,398 | $5.81 | 10,381 | $5.81 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 308,513 | 2024-04-01 | 2033-02-22 | No | 4 | M | Direct |
| 0 | 2019-04-01 | 2028-07-28 | No | 4 | M | Direct |
| 0 | 2020-04-01 | 2029-02-25 | No | 4 | M | Direct |
| 66,328 | No | 4 | C | Direct | ||
| 12,858 | No | 4 | C | Direct | ||
| 0 | No | 4 | C | Direct | ||
| 86,602 | No | 4 | C | Direct |
Footnotes
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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 mayexchange 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 definedin the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
- 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.
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