0001209191-21-030519.txt : 20210505 0001209191-21-030519.hdr.sgml : 20210505 20210505211227 ACCESSION NUMBER: 0001209191-21-030519 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210503 FILED AS OF DATE: 20210505 DATE AS OF CHANGE: 20210505 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GARCIA ERNEST C. II CENTRAL INDEX KEY: 0001017608 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 21895412 MAIL ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: GARCIA ERNEST C II DATE OF NAME CHANGE: 19960626 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VERDE INVESTMENTS, INC. CENTRAL INDEX KEY: 0001704727 STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 21895411 BUSINESS ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 602.778.5000 MAIL ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARVANA CO. CENTRAL INDEX KEY: 0001690820 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 814549921 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1930 W. RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: (480) 719-8809 MAIL ADDRESS: STREET 1: 1930 W. RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2021-05-03 0 0001690820 CARVANA CO. CVNA 0001017608 GARCIA ERNEST C. II 100 CRESCENT COURT, SUITE 1100 DALLAS TX 75201 0 0 1 0 0001704727 VERDE INVESTMENTS, INC. 100 CRESCENT COURT SUITE 1100 DALLAS TX 75201 0 0 1 0 Class A Common Stock 2021-05-03 4 C 0 2548 0.00 A 2548 D Class A Common Stock 2021-05-03 4 S 0 2548 289.9492 D 0 D Class A Common Stock 2021-05-03 4 C 0 3801 0.00 A 3801 D Class A Common Stock 2021-05-03 4 S 0 3801 291.1135 D 0 D Class A Common Stock 2021-05-03 4 C 0 5880 0.00 A 5880 D Class A Common Stock 2021-05-03 4 S 0 5880 292.2653 D 0 D Class A Common Stock 2021-05-03 4 C 0 10806 0.00 A 10806 D Class A Common Stock 2021-05-03 4 S 0 10806 293.2368 D 0 D Class A Common Stock 2021-05-03 4 C 0 14345 0.00 A 14345 D Class A Common Stock 2021-05-03 4 S 0 14345 294.1867 D 0 D Class A Common Stock 2021-05-03 4 C 0 9000 0.00 A 9000 D Class A Common Stock 2021-05-03 4 S 0 9000 295.1295 D 0 D Class A Common Stock 2021-05-03 4 C 0 2444 0.00 A 2444 D Class A Common Stock 2021-05-03 4 S 0 2444 296.205 D 0 D Class A Common Stock 2021-05-03 4 C 0 1076 0.00 A 1076 D Class A Common Stock 2021-05-03 4 S 0 1076 297.2889 D 0 D Class A Common Stock 2021-05-03 4 C 0 100 0.00 A 100 D Class A Common Stock 2021-05-03 4 S 0 100 297.93 D 0 D Class A Common Stock 555556 I Verde Investments, Inc. Class A Common Stock 100000 I Ernest C. Garcia III Multi-Generational Trust III Class B Common Stock 2021-05-03 4 J 0 50000 0.00 D 43148225 D Class B Common Stock 11834021 I Ernest Irrevocable 2004 Trust III Class B Common Stock 11952000 I Ernest C. Garcia III Multi-Generational Trust III Class B Common Stock 8000000 I ECG II SPE, LLC Class A Units 2021-05-03 4 C 0 62500 0.00 D Class A Common Stock 50000 53935281 D Class A Units Class A Common Stock 14792526 I Ernest Irrevocable 2004 Trust III Class A Units Class A Common Stock 14940000 I Ernest C. Garcia III Multi-Generational Trust III Class A Units Class A Common Stock 10000000 I ECG II SPE, LLC Reflects the conversion of Class A Common Units ("Class A Units") of Carvana Group, LLC ("Carvana Group") owned directly by Ernest C. Garcia II into shares of Class A Common Stock ("Class A Shares") of the Issuer pursuant to the Exchange Agreement, dated April 27, 2017, by and among the Issuer, Carvana Co. Sub LLC, Carvana Group and the members of Carvana Group (the "Exchange Agreement"). The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ernest C. Garcia II and Elizabeth Joanne Garcia on June 15, 2020, as modified. Column 4 reflects weighted average prices. Shares sold in multiple transactions at prices ranging from $289.55-$290.50 (weighted average $289.9492); $290.66-$291.64 (weighted average $291.1135); $291.72-$292.70 (weighted average $292.2653); $292.74-$293.69 (weighted average $293.2368); $293.74-$294.72 (weighted average $294.1867); $294.76-$295.69 (weighted average $295.1295); $295.76-$296.75 (weighted average $296.205); and $296.81-$297.68 (weighted average $297.2889), respectively. Reporting person undertakes to provide issuer, securityholder of issuer or SEC staff, upon request, information regarding number of shares sold at each separate price within ranges set forth herein. These Class A Shares are owned directly by Verde Investments, Inc., an entity which Mr. Garcia wholly owns and controls. These Class A Shares are owned directly by the Ernest C. Garcia III Multi-Generational Trust III (the "Multi-Generational Trust"). Mr. Garcia has sole investment and dispository power over the Multi-Generational Trust assets and Mr. Garcia's son, Ernie Garcia, III, together with Ernie Garcia, III's children, are the sole beneficiaries of the Multi-Generational Trust. Reflects the cancellation for no consideration of Class B Common Stock of the Issuer ("Class B Shares") in connection with the conversion of Class A Units into Class A Shares. Following the reported transaction, the remaining Class B Shares are owned directly by Ernest C. Garcia II. These Class B Shares are owned directly by the Ernest Irrevocable 2004 Trust III (the "2004 Trust"). Mr. Garcia has shared investment and dispository power over the 2004 Trust assets and Mr. Garcia's son, Ernie Garcia, III, is the sole beneficiary of the 2004 Trust. These Class B Shares are owned directly by the Multi-Generational Trust. These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls. These Class A Units are owned directly by the 2004 Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. These Class A Units are owned directly by the Multi-Generational Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. /s/ Ernest C. Garcia II 2021-05-05 /s/ Ernest C. Garcia II, Verde Investments, Inc. 2021-05-05