Form 4 for CVNA Carvana
Accepted 2021-08-11 00:00:00 ET · period of report 2021-08-09 · accession 0001690820-21-000247 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2021-08-11 | 2021-08-10 | CVNA | PLATT IRA J. | Dir | C - Cnv Deriv | $0.00 | +27.5K | 23.2K | New | $0 |
| DM | 2021-08-11 | 2021-08-09+ | CVNA | PLATT IRA J. | Dir | S - Sale | $346.52 | -27.5K | 20.2K | -58% | -$9.53M |
| DM | 2021-08-11 | 2021-08-10 | CVNA | PLATT IRA J. | Dir | C - Cnv Deriv | $0.00 | -34.4K | 80.6K | -30% | $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 | 2021-08-10 | C | A | 24,500 | $0.00 | 44,723 | D | — | — | (F1) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 8, 2021. The Reporting Person acquired the Class A Common Stock on August 9, 2021 by exchanging 30,625 Class B common units of Carvana Group, LLC ("Class B Units") for 24,500 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"). (F2) 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. |
| 2 | Common | Class A Common Stock | 2021-08-10 | S | D | 3,000 | $363.76 | 20,223 | D | — | — | (F5) This transaction was executed in multiple trades at prices ranging from $362.50 to $365.50, inclusive; the price reported above reflects the volume weighted average sale price. |
| 3 | Common | Class A Common Stock | 2021-08-10 | C | A | 3,000 | $0.00 | 23,223 | D | — | — | (F2) 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. (F4) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 8, 2021. The Reporting Person acquired the Class A Common Stock on August 10, 2021 by exchanging 3,750 Class B Units for 3,000 shares of Class A Common Stock pursuant to the Exchange Agreement. |
| 4 | Common | Class A Common Stock | 2021-08-09 | S | D | 24,500 | $344.41 | 20,223 | D | — | — | (F3) This transaction was executed in multiple trades at prices ranging from $339.69 to $350.51, inclusive; the price reported above reflects the volume weighted average sale price. |
| 5 | Derivative | Class B Units | 2021-08-10 | C | D | 3,750 | $0.00 | 76,875 | D | $0.00 · — to — | 3,000 Class A Common Stock | (F6) The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date. (F2) 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. (F4) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 8, 2021. The Reporting Person acquired the Class A Common Stock on August 10, 2021 by exchanging 3,750 Class B Units for 3,000 shares of Class A Common Stock pursuant to the Exchange Agreement. (F7) The Reporting Person was granted 200,000 Class B Units on March 24, 2015 with a participation threshold of $0.000; 40,000 of which vested on March 1, 2016 and 3,333 of which vest on the first of each month thereafter. |
| 6 | Derivative | Class B Units | 2021-08-10 | C | D | 30,625 | $0.00 | 80,625 | D | $0.00 · — to — | 24,500 Class A Common Stock | (F6) The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date. (F1) The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 8, 2021. The Reporting Person acquired the Class A Common Stock on August 9, 2021 by exchanging 30,625 Class B common units of Carvana Group, LLC ("Class B Units") for 24,500 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"). (F2) 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. (F7) The Reporting Person was granted 200,000 Class B Units on March 24, 2015 with a participation threshold of $0.000; 40,000 of which vested on March 1, 2016 and 3,333 of which vest on the first of each month thereafter. |