4//SEC Filing
VERDE INVESTMENTS, INC. 4
Accession 0001209191-21-005237
CIK 0001690820other
Filed
Jan 24, 7:00 PM ET
Accepted
Jan 25, 7:14 PM ET
Size
42.1 KB
Accession
0001209191-21-005237
Insider Transaction Report
Form 4
CARVANA CO.CVNA
VERDE INVESTMENTS, INC.
10% Owner
Transactions
- Conversion
Class A Common Stock
2021-01-22+1,104→ 1,104 total - Sale
Class A Common Stock
2021-01-22$270.49/sh−3,224$872,069→ 0 total - Sale
Class A Common Stock
2021-01-22$269.19/sh−1,104$297,187→ 0 total - Conversion
Class A Units
2021-01-22−62,500→ 58,311,852 total→ Class A Common Stock (50,000 underlying) - Conversion
Class A Common Stock
2021-01-22+2,400→ 2,400 total - Sale
Class A Common Stock
2021-01-22$271.33/sh−16,077$4,362,163→ 0 total - Conversion
Class A Common Stock
2021-01-22+7,869→ 7,869 total - Sale
Class A Common Stock
2021-01-22$273.24/sh−7,869$2,150,114→ 0 total - Other
Class B Common Stock
2021-01-22−50,000→ 46,649,482 total - Conversion
Class A Common Stock
2021-01-22+3,224→ 3,224 total - Conversion
Class A Common Stock
2021-01-22+16,077→ 16,077 total - Conversion
Class A Common Stock
2021-01-22+12,959→ 12,959 total - Sale
Class A Common Stock
2021-01-22$272.21/sh−12,959$3,527,577→ 0 total - Conversion
Class A Common Stock
2021-01-22+6,367→ 6,367 total - Sale
Class A Common Stock
2021-01-22$274.37/sh−6,367$1,746,900→ 0 total - Sale
Class A Common Stock
2021-01-22$275.26/sh−2,400$660,635→ 0 total
Holdings
- 14,792,526(indirect: By Trust)
Class A Units
→ Class A Common Stock - 8,000,000(indirect: By LLC)
Class B Common Stock
- 555,556(indirect: Verde Investments, Inc.)
Class A Common Stock
- 11,834,021(indirect: By Trust)
Class B Common Stock
- 14,940,000(indirect: By Trust)
Class A Units
→ Class A Common Stock - 10,000,000(indirect: By LLC)
Class A Units
→ Class A Common Stock - 100,000(indirect: By Trust)
Class A Common Stock
- 11,952,000(indirect: By Trust)
Class B Common Stock
GARCIA ERNEST C. II
10% Owner
Transactions
- Conversion
Class A Common Stock
2021-01-22+1,104→ 1,104 total - Sale
Class A Common Stock
2021-01-22$271.33/sh−16,077$4,362,163→ 0 total - Conversion
Class A Common Stock
2021-01-22+12,959→ 12,959 total - Sale
Class A Common Stock
2021-01-22$272.21/sh−12,959$3,527,577→ 0 total - Conversion
Class A Units
2021-01-22−62,500→ 58,311,852 total→ Class A Common Stock (50,000 underlying) - Sale
Class A Common Stock
2021-01-22$269.19/sh−1,104$297,187→ 0 total - Conversion
Class A Common Stock
2021-01-22+3,224→ 3,224 total - Conversion
Class A Common Stock
2021-01-22+16,077→ 16,077 total - Conversion
Class A Common Stock
2021-01-22+7,869→ 7,869 total - Sale
Class A Common Stock
2021-01-22$273.24/sh−7,869$2,150,114→ 0 total - Sale
Class A Common Stock
2021-01-22$270.49/sh−3,224$872,069→ 0 total - Conversion
Class A Common Stock
2021-01-22+6,367→ 6,367 total - Conversion
Class A Common Stock
2021-01-22+2,400→ 2,400 total - Sale
Class A Common Stock
2021-01-22$275.26/sh−2,400$660,635→ 0 total - Other
Class B Common Stock
2021-01-22−50,000→ 46,649,482 total - Sale
Class A Common Stock
2021-01-22$274.37/sh−6,367$1,746,900→ 0 total
Holdings
- 10,000,000(indirect: By LLC)
Class A Units
→ Class A Common Stock - 555,556(indirect: Verde Investments, Inc.)
Class A Common Stock
- 8,000,000(indirect: By LLC)
Class B Common Stock
- 14,792,526(indirect: By Trust)
Class A Units
→ Class A Common Stock - 100,000(indirect: By Trust)
Class A Common Stock
- 14,940,000(indirect: By Trust)
Class A Units
→ Class A Common Stock - 11,834,021(indirect: By Trust)
Class B Common Stock
- 11,952,000(indirect: By Trust)
Class B Common Stock
Footnotes (12)
- [F1]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").
- [F10]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.
- [F11]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.
- [F12]These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement.
- [F2]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.
- [F3]Column 4 reflects weighted average prices. These shares were sold in multiple transactions at prices ranging from $268.76-$269.65 inclusive (weighted average of $269.1907); $269.80-$270.76 inclusive (weighted average of $270.4929); $270.81-$271.80 inclusive (weighted average of $271.3294); $271.81-$272.80 inclusive (weighted average of $272.2106); $272.85-$273.82 inclusive (weighted average of $273.2385); $273.88-$274.87 inclusive (weighted average of $274.3679); $274.96-$275.85 inclusive (weighted average of $275.2644), respectively. The reporting person undertakes to provide issuer, a securityholder of the issuer or to SEC staff, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein.
- [F4]These Class A Shares are owned directly by Verde Investments, Inc., an entity which Mr. Garcia wholly owns and controls.
- [F5]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.
- [F6]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.
- [F7]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.
- [F8]These Class B Shares are owned directly by the Multi-Generational Trust.
- [F9]These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls.
Documents
Issuer
CARVANA CO.
CIK 0001690820
Entity typeother
IncorporatedAZ
Related Parties
1- filerCIK 0001704727
Filing Metadata
- Form type
- 4
- Filed
- Jan 24, 7:00 PM ET
- Accepted
- Jan 25, 7:14 PM ET
- Size
- 42.1 KB