X0206 3 2017-04-27 0 0001690820 CARVANA CO. CVNA 0001700545 BREAUX PAUL W. C/O CARVANA CO. 4020 E. INDIAN SCHOOL ROAD PHOENIX AZ 85018 0 1 0 0 See Remarks Class B Units 4.88 Class A Common Stock D Class B Units 4.88 Class A Common Stock D Class B Units 5.81 Class A Common Stock D Class B Units 15.00 Class A Common Stock D Mr. Breaux was granted 250,000 Class B common units ("Class B Units") of Carvana Group, LLC ("Carvana Group") on December 30, 2015 with a participation threshold of $4.88; 50,000 vested on August 3, 2016 and 4,167 vest on the first of each month beginning September 1, 2016. Mr. Breaux was granted the 12,500 Class B Units on January 29, 2016 with a participation threshold of $4.88; 2,500 vested on August 3, 2016 and 208 vest on the first of each month thereafter. Mr. Breaux was granted the 25,000 Class B Units on September 23, 2016 with a participation threshold of $5.81; 5,000 will vest on August 9, 2017 and 416 vest on the first of each month thereafter. Mr. Breaux was granted the 50,000 Class B Units on April 27, 2017 with a participation threshold of $15.00; 10,000 will vest on February 1, 2018 and 833 will vest on the first of each month thereafter. 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, Class B Units are exchangeable for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock share value less the applicable participation threshold multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock share value. VP, General Counsel and Secretary Exhibit List: Exhibit 24 - Power of Attorney /s/ Paul Breaux 2017-04-27