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CARVANA CO.·4

Feb 3, 5:46 PM ET

JENKINS MARK W. 4

4 · CARVANA CO. · Filed Feb 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Carvana (CVNA) CFO Mark Jenkins Sells Shares After Option Exercises

What Happened

  • Mark W. Jenkins, Chief Financial Officer of Carvana (CVNA), exercised 12,750 stock options on Feb 2, 2026 (10,000 @ $10.07; 2,000 @ $42.03; 750 @ $51.97 — total exercise cost ~$223,738) and sold those shares the same day in multiple open‑market trades for roughly $5.72 million.
  • On Feb 1, 2026 he also had 1,219 shares withheld/surrendered to cover taxes on vested restricted stock units (payment of tax liability) for $488,953. Several exercise/conversion entries also appear as $0 disposals reflecting the mechanics of the option-to-share conversions.

Key Details

  • Transaction dates: Feb 1–2, 2026. Sales executed in multiple trades across the Feb 2 trading session (see footnotes for price ranges). Volume‑weighted proceeds from open‑market sales and tax withholding ≈ $5,718,830.
  • Options exercised: 10,000 @ $10.07; 2,000 @ $42.03; 750 @ $51.97 (total paid ≈ $223,738).
  • Shares sold in open market: 12,750 shares (multiple trades, prices ranged roughly $393–$418 per share across trades; see filing footnotes for exact ranges).
  • Tax withholding: 1,219 shares surrendered to cover taxes on RSUs (F1). Proceeds shown for that withholding ≈ $488,953.
  • Footnotes: Transactions were effected pursuant to a Rule 10b5‑1 trading plan adopted Aug 5, 2024 (F2). Vesting schedules for the options are noted in the filing (F22, F23). Multiple trade price ranges are detailed in footnotes F3–F21.
  • Shares owned after transaction: Not specified in the data you provided; consult the full Form 4 filing for post‑trade beneficial ownership.
  • Filing timeliness: Form filed Feb 3, 2026 for trades on Feb 1–2, 2026 — no late‑filing flag provided in your summary.

Context

  • This was an exercise of non‑qualified stock options followed by immediate open‑market sales (common "exercise and sell" behavior). The 10b5‑1 plan note indicates the sales were executed under a prearranged trading plan, which is routinely used to avoid trading while in possession of material nonpublic information.
  • For retail investors: purchases (buys) are generally more bullish signals than routine exercises followed by sales; here, Jenkins converted options to shares and monetized them, while also satisfying tax obligations on vested RSUs.

Insider Transaction Report

Form 4
Period: 2026-02-01
CARVANA CO.CVNA
JENKINS MARK W.
Chief Financial Officer
Transactions
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-02-01$401.11/sh−1,219$488,953→ 202,817 total
  • Exercise/Conversion

    Class A Common Stock

    [F2]
    2026-02-02$10.07/sh+10,000$100,700→ 212,817 total
  • Exercise/Conversion

    Class A Common Stock

    [F2]
    2026-02-02$42.03/sh+2,000$84,060→ 214,817 total
  • Exercise/Conversion

    Class A Common Stock

    [F2]
    2026-02-02$51.97/sh+750$38,978→ 215,567 total
  • Sale

    Class A Common Stock

    [F2][F3][F4]
    2026-02-02$393.05/sh−790$310,510→ 214,777 total
  • Sale

    Class A Common Stock

    [F2]
    2026-02-02$394.05/sh−80$31,524→ 214,697 total
  • Sale

    Class A Common Stock

    [F2][F3][F5]
    2026-02-02$396.27/sh−120$47,552→ 214,577 total
  • Sale

    Class A Common Stock

    [F2][F3][F6]
    2026-02-02$397.64/sh−280$111,339→ 214,297 total
  • Sale

    Class A Common Stock

    [F2][F3][F7]
    2026-02-02$399.33/sh−200$79,866→ 214,097 total
  • Sale

    Class A Common Stock

    [F2][F3][F8]
    2026-02-02$400.13/sh−80$32,010→ 214,017 total
  • Sale

    Class A Common Stock

    [F2]
    2026-02-02$402.57/sh−40$16,103→ 213,977 total
  • Sale

    Class A Common Stock

    [F2][F3][F9]
    2026-02-02$403.82/sh−120$48,458→ 213,857 total
  • Sale

    Class A Common Stock

    [F2]
    2026-02-02$405.38/sh−80$32,430→ 213,777 total
  • Sale

    Class A Common Stock

    [F2][F3][F10]
    2026-02-02$406.81/sh−360$146,452→ 213,417 total
  • Sale

    Class A Common Stock

    [F2][F3][F11]
    2026-02-02$407.97/sh−1,570$640,513→ 211,847 total
  • Sale

    Class A Common Stock

    [F2][F3][F12]
    2026-02-02$408.90/sh−920$376,188→ 210,927 total
  • Sale

    Class A Common Stock

    [F2][F3][F13]
    2026-02-02$410.05/sh−800$328,040→ 210,127 total
  • Sale

    Class A Common Stock

    [F2][F3][F14]
    2026-02-02$411.16/sh−960$394,714→ 209,167 total
  • Sale

    Class A Common Stock

    [F2][F3][F15]
    2026-02-02$412.17/sh−1,439$593,113→ 207,728 total
  • Sale

    Class A Common Stock

    [F2][F3][F16]
    2026-02-02$413.13/sh−576$237,963→ 207,152 total
  • Sale

    Class A Common Stock

    [F2][F3][F17]
    2026-02-02$414.27/sh−1,122$464,811→ 206,030 total
  • Sale

    Class A Common Stock

    [F2][F3][F18]
    2026-02-02$415.34/sh−895$371,729→ 205,135 total
  • Sale

    Class A Common Stock

    [F2][F3][F19]
    2026-02-02$416.13/sh−1,108$461,072→ 204,027 total
  • Sale

    Class A Common Stock

    [F2][F3][F20]
    2026-02-02$417.31/sh−628$262,071→ 203,399 total
  • Sale

    Class A Common Stock

    [F2][F3][F21]
    2026-02-02$418.20/sh−542$226,664→ 202,857 total
  • Sale

    Class A Common Stock

    [F2]
    2026-02-02$418.87/sh−40$16,755→ 202,817 total
  • Exercise/Conversion

    Stock Options (Right to Buy)

    [F2][F22]
    2026-02-02−10,000→ 158,513 total
    Exercise: $10.07From: 2024-04-01Exp: 2033-02-22→ Class A Common Stock (10,000 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    [F2][F23]
    2026-02-02−2,000→ 52,703 total
    Exercise: $42.03From: 2025-04-01Exp: 2034-01-24→ Class A Common Stock (2,000 underlying)
  • Exercise/Conversion

    Stock Options (Right to Buy)

    [F2][F23]
    2026-02-02−750→ 20,096 total
    Exercise: $51.97From: 2025-04-01Exp: 2034-02-13→ Class A Common Stock (750 underlying)
Footnotes (23)
  • [F1]Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.
  • [F10]This transaction was executed in multiple trades at prices ranging from $406.46 to $407.43, inclusive.
  • [F11]This transaction was executed in multiple trades at prices ranging from $407.47 to $408.39, inclusive.
  • [F12]This transaction was executed in multiple trades at prices ranging from $408.57 to $409.27 inclusive.
  • [F13]This transaction was executed in multiple trades at prices ranging from $409.57 to $410.55, inclusive.
  • [F14]This transaction was executed in multiple trades at prices ranging from $410.65 to $411.61, inclusive.
  • [F15]This transaction was executed in multiple trades at prices ranging from $411.68 to $412.67, inclusive.
  • [F16]This transaction was executed in multiple trades at prices ranging from $412.71 to $413.70, inclusive.
  • [F17]This transaction was executed in multiple trades at prices ranging from $413.73 to $414.68, inclusive.
  • [F18]This transaction was executed in multiple trades at prices ranging from $414.73 to $415.68, inclusive.
  • [F19]This transaction was executed in multiple trades at prices ranging from $415.74 to $416.73, inclusive.
  • [F2]The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 5, 2024.
  • [F20]This transaction was executed in multiple trades at prices ranging from $416.74 to $417.73, inclusive.
  • [F21]This transaction was executed in multiple trades at prices ranging from $417.80 to $418.58, inclusive.
  • [F22]The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
  • [F23]The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2025 and monthly thereafter for the following three years, subject to the Reporting Person's continued service with the Issuer.
  • [F3]The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
  • [F4]This transaction was executed in multiple trades at prices ranging from $393.04 to $393.14 inclusive.
  • [F5]This transaction was executed in multiple trades at prices ranging from $396.10 to $396.39, inclusive.
  • [F6]This transaction was executed in multiple trades at prices ranging from $397.42 to $398.10, inclusive.
  • [F7]This transaction was executed in multiple trades at prices ranging from $399.03 to $399.55, inclusive.
  • [F8]This transaction was executed in multiple trades at prices ranging from $400.08 to $400.18 inclusive.
  • [F9]This transaction was executed in multiple trades at prices ranging from $403.66 to $404.10, inclusive.
Signature
/s/ Paul Breaux, by Power of Attorney for Mark W. Jenkins|2026-02-03

Documents

1 file
  • 4
    wk-form4_1770158760.xmlPrimary

    FORM 4