Form 4 for CVNA Carvana
Accepted 2021-08-04 00:00:00 ET · period of report 2021-08-01 · accession 0001690820-21-000227 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2021-08-04 | 2021-08-01 | CVNA | JENKINS MARK W. | CFO | F - Tax | $337.56 | -269 | 30.4K | -0.9% | -$90.8K |
| D | 2021-08-04 | 2021-08-02 | CVNA | JENKINS MARK W. | CFO | S - Sale | $336.02 | -10.0K | 30.4K | -25% | -$3.36M |
| D | 2021-08-04 | 2021-08-03 | CVNA | JENKINS MARK W. | CFO | C - Cnv Deriv | $0.00 | +10.0K | 40.4K | +33% | $0 |
| D | 2021-08-04 | 2021-08-03 | CVNA | JENKINS MARK W. | CFO | C - Cnv Deriv | $0.00 | -12.5K | 202.4K | -6% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2021-08-01 | F | D | 269 | $337.56 | 30,396 | D | — | — | (F1) Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards. |
| 2 | Common | Class A Common Stock | 2021-08-02 | S | D | 10,000 | $336.02 | 30,396 | D | — | — | (F4) This transaction was executed in multiple trades at prices ranging from $333.70 to $338.00, inclusive; the price reported above reflects the volume weighted average sale price. |
| 3 | Common | Class A Common Stock | 2021-08-03 | C | A | 10,000 | $0.00 | 40,396 | D | — | — | (F2) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2021 (the "10b5-1 Plan"). The Reporting Person acquired the Class A Common Stock on August 1, 2021 by exchanging 12.500 Class B common units of Carvana Group, LLC ("Class B Units") for 10,000 shares of Class A Common Stock pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement"). (F3) The Exchange Agreement permits holders of Class B Units to exchange 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 defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value. |
| 4 | Derivative | Class B Units | 2021-08-03 | C | D | 12,500 | $0.00 | 202,399 | D | $0.00 · — to — | 10,000 Class A Common Stock | (F2) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2021 (the "10b5-1 Plan"). The Reporting Person acquired the Class A Common Stock on August 1, 2021 by exchanging 12.500 Class B common units of Carvana Group, LLC ("Class B Units") for 10,000 shares of Class A Common Stock pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement"). (F3) The Exchange Agreement permits holders of Class B Units to exchange 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 defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value. (F5) The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date. (F6) The Reporting Person was granted 1,000,000 Class B Units on March 24, 2015 with a participation threshold of $0.000; 200,000 of which vested on July 1, 2015 and 16,667 of which vest on the first of each month thereafter. |