SEC FORM 4

SEC Form 4

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

DDFS Partnership LP

(Last)

(First)

(Middle)

2100 ROSS AVE

SUITE 3300

(Street)

DALLAS

75201

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CARVANA CO. [ CVNA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/11/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/11/2018	09/11/2018	J⁽¹⁾⁽²⁾		507,754⁽¹⁾⁽²⁾	A	$19.69⁽¹⁾⁽²⁾	507,754	I	See Footnotes⁽³⁾⁽⁴⁾
Class A Common Stock	09/12/2018	09/12/2018	S		374,329	D	$67.71⁽⁵⁾	133,425	I	See Footnotes⁽³⁾⁽⁴⁾
Class A Common Stock	09/12/2018	09/12/2018	J⁽¹⁾⁽²⁾		507,755⁽¹⁾⁽²⁾	A	$19.69⁽¹⁾	641,180	I	See Footnotes⁽³⁾⁽⁴⁾
Class A Common Stock	09/13/2018	09/13/2018	S		522,213	D	$62.93⁽⁶⁾	118,967	I	See Footnotes⁽³⁾⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Convertible Preferred Stock	$19.69⁽¹⁾⁽²⁾	09/11/2018	09/11/2018	C			10,000⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Class A Common Stock	507,754⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	85,000	I	See Footnotes⁽³⁾⁽⁴⁾
Class A Convertible Preferred Stock	$19.69⁽¹⁾⁽²⁾	09/12/2018	09/12/2018	C			10,000⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Class A Common Stock	507,755⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	75,000	I	See Footnotes⁽³⁾⁽⁴⁾

1. Name and Address of Reporting Person^*

DDFS Partnership LP

(Last)

(First)

(Middle)

2100 ROSS AVE

SUITE 3300

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

DDFS Management Co LLC

(Last)

(First)

(Middle)

2100 ROSS AVE

SUITE 3300

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

1. Name and Address of Reporting Person^*

Dundon Thomas G.

(Last)

(First)

(Middle)

2100 ROSS AVE

SUITE 3300

(Street)

DALLAS

75201

(City)

(State)

(Zip)

Relationship of Reporting Person(s) to Issuer

Director	X	10% Owner
Officer (give title below)		Other (specify below)

Explanation of Responses:

1. The Class A Convertible Preferred Stock, par value $0.01 per share of the Company ("Preferred Stock") is convertible at the option of the holders at any time into shares of the Company's Class A Common Stock, par value $0.001 per share ("Common Stock") at an initial conversion rate of 50.78 shares of Common Stock for each share of Preferred Stock, which represents an initial conversion price of approximately $19.6945 per share of Common Stock, subject to anti-dilution and other adjustment.

2. The Reporting Persons exercised their option to convert 10,000 shares of Preferred Stock into 507,754 shares of Common Stock on September 11, 2018 and 10,000 share of Preferred Stock into 507,755 shares of Common Stock on September 12, 2018.

3. Reflects securities directly held by DDFS Partnership LP, a Delaware limited partnership ("DDFS"). DDFS Management Company LLC, a Delaware limited liability company ("DMC"), is the sole general partner of DDFS and holds a 1% general interest in DDFS. Thomas G. Dundon directly holds 100% of the membership interests in DMC.

4. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $67.00 to $72.59, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $60.02 to $66.35, inclusive.

	DDFS PARTNERSHIP LP by /s/ Thomas G. Dundon, President	09/13/2018
	DDFS MANAGEMENT COMPANY LLC by /s/ Thomas G. Dundon, President	09/13/2018
	/s/ Thomas G. Dundon, individually	09/13/2018
	** 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).
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