Form 4: Carvana CEO Sells Shares Under 10b5-1 Plan

Carvana CEO Ernest C. Garcia III sold 700 shares of Class A Common Stock for approximately $276,051 through pre-arranged trading plans.

Summary

• Ernest C. Garcia III, Carvana Co.'s Chief Executive Officer, Director, and 10% Owner, reported the sale of Class A Common Stock.
• A total of 700 shares of Class A Common Stock were disposed of on September 18, 2025.
• The sales were executed at volume-weighted average prices ranging from $393.58 to $395.99 per share.
• The total approximate value of the shares sold is $276,051.
• These transactions were conducted indirectly through the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III.
• All reported sales were made pursuant to a Rule 10b5-1 trading plan adopted by Mr. Garcia on December 13, 2024.

Sentiment

Score: 5

Explanation: The filing reports routine insider stock sales executed under a pre-arranged 10b5-1 trading plan, which typically indicates planned liquidity or diversification rather than a change in sentiment about the company's prospects. The volume is relatively small compared to total holdings.

Positives

• The sales were conducted under a Rule 10b5-1 trading plan, which indicates pre-scheduled transactions and can mitigate concerns about opportunistic insider selling.

Negatives

• Insider selling, even under a 10b5-1 plan, can sometimes be viewed cautiously by investors, though the impact is mitigated by the pre-arranged nature of the transactions.

Future Outlook

No future outlook or guidance is provided in this Form 4 filing, which is solely for reporting insider transactions.

Management Comments

• The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024.

Industry Context

This filing reports an insider transaction specific to Carvana Co. and does not provide information related to broader industry trends or competitive landscape.

Stakeholder Impact

• Shareholders: The sale represents a minor reduction in insider ownership, but its execution under a 10b5-1 plan suggests it is part of a pre-planned financial strategy rather than a reaction to new company developments.

Key Dates

Recommendation

The reported sales are routine transactions executed under a pre-arranged Rule 10b5-1 trading plan, which was adopted well in advance of the sale date. This suggests the sales are for personal financial planning or diversification rather than a reflection of new negative information about Carvana. Given the planned nature and relatively small volume compared to total holdings, this filing alone does not warrant a change in investment thesis, thus a 'hold' recommendation is appropriate.

Keywords

Carvana, CVNA, insider trading, stock sale, CEO, 10b5-1 plan, Ernest C. Garcia III, Class A Common Stock