0001690820-21-000060.txt : 20210217 0001690820-21-000060.hdr.sgml : 20210217 20210217211359 ACCESSION NUMBER: 0001690820-21-000060 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210216 FILED AS OF DATE: 20210217 DATE AS OF CHANGE: 20210217 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JENKINS MARK W. CENTRAL INDEX KEY: 0001700540 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 21647380 MAIL ADDRESS: STREET 1: 1930 W. RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 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_161361442055384.xml FORM 4 X0306 4 2021-02-16 0 0001690820 CARVANA CO. CVNA 0001700540 JENKINS MARK W. C/O CARVANA CO. 1930 W RIO SALADO PKWY TEMPE AZ 85281 0 1 0 0 Chief Financial Officer Class A Common Stock 2021-02-16 4 S 0 10000 307.86 D 33516 D Class A Common Stock 2021-02-17 4 C 0 10000 0 A 43516 D Class A Common Stock 2021-02-17 4 A 0 3554 296.05 A 37070 D Class B Units 0.0 2021-02-17 4 C 0 12500 0 D Class A Common Stock 10000.0 246247 D Stock Options (Right to Buy) 296.05 2021-02-17 4 A 0 17687 0 A 2022-04-01 2031-02-14 Class A Common Stock 17687.0 17687 D The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 15, 2020 (the "10b5-1 Plan"). The Reporting Person acquired the Class A Common Stock on February 16, 2021 by exchanging 12,500 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 $306.63 to $310.65, 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 underlying restricted stock units acquired by the Reporting Person. The restricted stock units vest 25% on April 1, 2022 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer. The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date. The Reporting Person was granted 1,000,000 Class B Units on March 24, 2015 with a participation threshold of $0.000; 200,000 of which vested on July 1, 2015 and 16,667 of which vest on the first of each month thereafter. The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vest 25% on April 1, 2022 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer. /s/ Paul Breaux, by Power of Attorney for Mark W. Jenkins 2021-02-17