Director Platt Ira J. transferred by will 850 shares), transferred by will 425 shares) and exercised 10,000 shares at a strike of $15.00, increasing direct ownership by 38% to 36,105 units (SEC Form 4)
$CVNA
Retail-Auto Dealers and Gas Stations
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
CARVANA CO. [ CVNA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 03/12/2026 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 03/12/2026 | W(1) | 850 | D | $0 | 0 | I | By Parent | ||
| Class A Common Stock | 03/12/2026 | W(1) | 425 | A | $0 | 20,425 | I | By Trust(2) | ||
| Class A Common Stock | 03/12/2026 | M | 10,000 | A | $15 | 36,105 | D | |||
| Class A Common Stock | 11,258 | I | By Trust(3) | |||||||
| Class A Common Stock | 1,999 | I | Platt Family Foundation(4) | |||||||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Options (Right to Buy) | $15 | 03/12/2026 | M | 10,000 | (5) | 04/27/2027 | Class A Common Stock | 10,000 | $0 | 20,928 | D | ||||
| Explanation of Responses: |
| 1. 850 shares of Class A common stock were distributed from an account previously held by the Reporting Person's parent due to the death of a family member. 425 of such shares were distributed to the Ira J. Platt Revocable Trust (the "Revocable Trust"). |
| 2. Represents shares of Class A common stock held directly by the Revocable Trust. The Reporting Person is co-trustee and the Reporting Person's spouse is primary beneficiary of the Revocable Trust. |
| 3. Represents shares of Class A common stock held directly by the Georgiana Platt and Successors Remainder Trust (the "Settlers Trust"). The Reporting Person's spouse is co-trustee and primary beneficiary of the Settlers Trust. |
| 4. Represents shares of Class A common stock held by the Platt Family Foundation (the "Foundation"), a charitable organization. The Reporting Person has voting and investment power over all securities owned by the Foundation. The Reporting Person disclaims beneficial ownership of the shares, except to the extent of his pecuniary interest therein. |
| 5. The non-qualified stock options representing the right to purchase for the exercise price Class A common stock of the Issuer vested in three equal annual installments beginning on April 27, 2018. |
| Remarks: |
| /s/ Paul Breaux, by Power of Attorney for Ira J. Platt | 03/16/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||