Form 4: Carvana Co. Director Ernest Garcia II Sells Shares Under 10b5-1 Trading Plan

Ernest Garcia II, a director and 10% owner of Carvana Co., sold shares of Class A Common Stock on August 5, 2024, under a pre-arranged Rule 10b5-1 trading plan.

Summary

• On August 5, 2024, Ernest C. Garcia II, a director and 10% owner of Carvana Co., executed multiple sales of Class A Common Stock.
• The sales were conducted under a Rule 10b5-1 trading plan adopted on March 11, 2024.
• The transactions involved the disposal of varying amounts of shares at weighted average prices ranging from $119.8794 to $138.32.
• The total number of shares sold was 69,950.
• These shares were sold in multiple transactions at prices ranging from $119.08-$120.00, inclusive (weighted average of $119.8794); $120.30-$121.17, inclusive (weighted average of $120.4814); $121.30-$121.85, inclusive (weighted average of $121.6133); $122.71-$123.66, inclusive (weighted average of $123.0775); $123.83-$124.47, inclusive (weighted average of $124.1022); $124.97-$125.93, inclusive (weighted average of $125.1956); $126.00-$126.905, inclusive (weighted average of $126.5726); $127.00-$127.97, inclusive (weighted average of $127.5153); $128.06-$129.00, inclusive (weighted average of $128.5251); $129.06-$130.00, inclusive (weighted average of $129.5894); $130.07-$130.98, inclusive (weighted average of $130.5526); $131.08-$132.02, inclusive (weighted average of $131.6453); $132.09-$133.05, inclusive (weighted average of $132.4568); $133.14-$134.11, inclusive (weighted average of $133.7326); $134.16-$135.15, inclusive (weighted average of $134.6325); $135.18-$136.16, inclusive (weighted average of $135.614); $136.19-$137.16, inclusive (weighted average of $136.6872); $137.19-$138.06, inclusive (weighted average of $137.5828); and $138.26-$138.38, inclusive (weighted average of $138.32), respectively.
• Following the transactions, Verde Investments, Inc., an entity wholly owned and controlled by Mr. Garcia, beneficially owns 1,315,814 shares of Class A Common Stock.
• Mr. Garcia also has indirect beneficial ownership through various trusts and entities, including the Ernest Irrevocable 2004 Trust III, the Ernest C. Garcia III Multi-Generational Trust III, and ECG II SPE, LLC.

Sentiment

Score: 5

Explanation: The document is a standard SEC filing detailing stock sales by a company insider. It doesn't inherently convey positive or negative sentiment, but rather provides factual information about transactions.

Industry Context

Sales by major shareholders are common and can be for a variety of reasons, including diversification, tax planning, or personal liquidity needs. The use of a 10b5-1 plan suggests the sales were pre-planned and not based on current market information.

Stakeholder Impact

• The sale of shares by a significant shareholder could potentially create short-term price volatility.
• The use of a 10b5-1 plan mitigates concerns about insider trading, reassuring investors that the sales were pre-planned.

Key Dates