Form 4: Carvana CEO Sells Shares Under Pre-Arranged Plan

Carvana CEO Ernest C. Garcia III sold 2,400 shares of Class A Common Stock on September 25, 2025, through pre-arranged trading plans.

Summary

• Ernest C. Garcia III, Chief Executive Officer, Director, and 10% Owner of Carvana Co. (CVNA), reported sales of Class A Common Stock.
• On September 25, 2025, a total of 2,400 shares of Class A Common Stock were disposed of across multiple transactions.
• The sales were executed at volume-weighted average prices ranging from $356.32 to $367.54 per share.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan adopted by Mr. Garcia on December 13, 2024.
• Following these transactions, Mr. Garcia indirectly beneficially owns 400,140 shares through the Ernest Irrevocable 2004 Trust III and 500,140 shares through the Ernest C. Garcia III Multi-Generational Trust III. He also directly owns 921,926 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The sales were executed as part of a pre-arranged Rule 10b5-1 trading plan, which typically indicates a planned liquidity event rather than a reaction to new information. While it represents a reduction in insider ownership, the pre-scheduled nature mitigates immediate negative sentiment.

Negatives

• The transactions represent a reduction in the beneficial ownership of Class A Common Stock by a key insider, totaling 2,400 shares.

Management Comments

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

Related Party Transactions

• Sales of Class A Common Stock were made from the Ernest Irrevocable 2004 Trust III and the Ernest C. Garcia III Multi-Generational Trust III, for which the Reporting Person is the Investment Trustee and Co-Administrative Trustee.

Stakeholder Impact

• Shareholders: The sale of 2,400 shares by the CEO, even under a 10b5-1 plan, reduces insider ownership, which some investors may view as a slight negative, though the pre-planned nature mitigates concerns about immediate sentiment.

Key Dates

Recommendation

The filing details pre-scheduled insider sales under a Rule 10b5-1 plan, which are generally considered routine and not indicative of a change in the company's fundamental outlook. These transactions do not provide new information to warrant a change in investment thesis, thus a 'hold' recommendation is appropriate.

Keywords

Carvana, CVNA, Ernest C. Garcia III, Insider Sale, Form 4, SEC Filing, Stock Transaction, CEO, 10b5-1 Plan, Class A Common Stock