0001690820-19-000150.txt : 20190702 0001690820-19-000150.hdr.sgml : 20190702 20190702184709 ACCESSION NUMBER: 0001690820-19-000150 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190628 FILED AS OF DATE: 20190702 DATE AS OF CHANGE: 20190702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BREAUX PAUL W. CENTRAL INDEX KEY: 0001700545 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 19939534 MAIL ADDRESS: STREET 1: 4020 E. INDIAN SCHOOL ROAD CITY: PHOENIX STATE: AZ ZIP: 85018 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 wf-form4_156210761408895.xml FORM 4 X0306 4 2019-06-28 0 0001690820 CARVANA CO. CVNA 0001700545 BREAUX PAUL W. C/O CARVANA CO. 1930 W. RIO SALADO PKWY TEMPE AZ 85281 0 1 0 0 See Remarks Class A Common Stock 2019-06-28 4 S 0 10000 62.72 D 10628 D Class A Common Stock 2019-07-01 4 C 0 10000 0 A 20628 D Class A Common Stock 2019-07-01 4 F 0 65 65.61 D 10563 D Class B Units 4.878 2019-07-01 4 C 0 13896 4.878 D Class A Common Stock 10000.0 161405 D The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 12, 2019. The Reporting Person acquired the Class A Common Stock on July 1, 2019 by exchanging 13,896 Class B common units of Carvana Group, LLC ("Class B Units") for 10,000 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"). This transaction was executed in multiple trades at prices ranging from $61.65 to $63.31, inclusive; the price reported above reflects the volume weighted average sale price. 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. Represents shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units. The exchanged Class B Units have a participation threshold of $4.878. The Class B Units have no expiration date. The Reporting Person was granted 250,000 Class B Units on December 30, 2015 with a participation threshold of $4.878; 50,000 of which vested on August 3, 2016 and 4,167 of which vest on the first of each month beginning September 1, 2016. The Reporting Person was also granted 12,500 Class B Units on January 29, 2016 with a participation threshold of $4.878; 2,500 of which vested on August 3, 2016 and 209 of which vest on the first of each month beginning September 1, 2016. Vice President, General Counsel, & Secretary /s/ Paul Breaux 2019-07-02