If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. Checkbox not checked

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D




Comment for Type of Reporting Person:
*The aggregate reported securities consist of 780,727 shares of Class A Common Stock issuable upon conversion of 14,053,096 shares of Preferred Stock of the Issuer and 7,171,659 shares of Class A Common Stock issuable upon exercise of Exercisable Warrants (as defined in Item 5 below) all of which are directly held by Carvana Group, LLC. **The percentage of class is based on approximately 13,618,876 shares of Class A Common Stock issued and outstanding as of July 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, plus the 780,727 shares of Class A Common Stock issuable upon conversion of the Preferred Stock and 7,171,659 shares of Class A Common Stock issuable on exercise of the Exercisable Warrants (the "Warrant Shares"), although on a fully diluted basis, such amount represents 34.0% of the aggregate number of issued and outstanding shares of the Issuer's Class A Common Stock and Class B Common Stock as of July 30, 2025 (inclusive of the shares of Class A Common Stock issuable upon conversion of the Preferred Stock and the Warrant Shares held by Carvana Group, LLC).


SCHEDULE 13D




Comment for Type of Reporting Person:
*The aggregate reported securities consist of 780,727 shares of Class A Common Stock issuable upon conversion of 14,053,096 shares of Preferred Stock of the Issuer and 7,171,659 shares of Class A Common Stock issuable upon exercise of Exercisable Warrants (as defined in Item 5 below) all of which are directly held by Carvana Group, LLC. **The percentage of class is based on approximately 13,618,876 shares of Class A Common Stock issued and outstanding as of July 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, plus the 780,727 shares of Class A Common Stock issuable upon conversion of the Preferred Stock and 7,171,659 shares of Class A Common Stock issuable on exercise of the Exercisable Warrants (the "Warrant Shares"), although on a fully diluted basis, such amount represents 34.0% of the aggregate number of issued and outstanding shares of the Issuer's Class A Common Stock and Class B Common Stock as of July 30, 2025 (inclusive of the shares of Class A Common Stock issuable upon conversion of the Preferred Stock and the Warrant Shares held by Carvana Group, LLC).


SCHEDULE 13D




Comment for Type of Reporting Person:
*The aggregate reported securities consist of 780,727 shares of Class A Common Stock issuable upon conversion of 14,053,096 shares of Preferred Stock of the Issuer and 7,171,659 shares of Class A Common Stock issuable upon exercise of Exercisable Warrants (as defined in Item 5 below) all of which are directly held by Carvana Group, LLC. **The percentage of class is based on approximately 13,618,876 shares of Class A Common Stock issued and outstanding as of July 30, 2025, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, plus the 780,727 shares of Class A Common Stock issuable upon conversion of the Preferred Stock and 7,171,659 shares of Class A Common Stock issuable on exercise of the Exercisable Warrants (the "Warrant Shares"), although on a fully diluted basis, such amount represents 34.0% of the aggregate number of issued and outstanding shares of the Issuer's Class A Common Stock and Class B Common Stock as of July 30, 2025 (inclusive of the shares of Class A Common Stock issuable upon conversion of the Preferred Stock and the Warrant Shares held by Carvana Group, LLC).


SCHEDULE 13D


 
Carvana Group, LLC
 
Signature:Carvana Group, LLC
Name/Title:By: Carvana Co. Sub LLC, Its: Sole Manager, By: Carvana Co., Its: Sole Member, /s/ Paul Breaux, Title: Vice President, General Counsel and Secretary
Date:08/08/2025
 
Carvana Co. Sub LLC
 
Signature:Carvana Co. Sub LLC
Name/Title:By: Carvana Co., Its: Sole Member, /s/ Paul Breaux, Title: Vice President, General Counsel and Secretary
Date:08/08/2025
 
Carvana Co.
 
Signature:Carvana Co.
Name/Title:/s/ Paul Breaux, Title: Vice President, General Counsel and Secretary
Date:08/08/2025