JENKINS MARK W. 4

What Happened

• Mark W. Jenkins, Chief Financial Officer of Carvana Co. (CVNA), exercised 63,750 options (50,000 @ $2.01; 10,000 @ $8.41; 3,750 @ $10.39) and sold shares on June 1, 2026. The exercise cost totaled $223,563. He sold 63,750 shares in open-market trades (24,259 @ $69.72; 36,986 @ $70.78; 2,505 @ $71.28) for total cash proceeds of $4,487,762. Additionally, 7,016 shares were withheld to cover taxes at $71.00 (value $498,136). Combined value associated with disposed shares is about $4.99 million.
• Transaction types reported: M (option exercises), S (open-market sales), and F (shares withheld for taxes). Sales and exercises were largely simultaneous (shares exercised and sold), which is commonly a cash-out of option value rather than a new purchase.

Key Details

• Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (timely filing).
• Option exercises: 50,000 @ $2.01 ($100,500); 10,000 @ $8.41 ($84,100); 3,750 @ $10.39 ($38,963). Total exercise cost $223,563.
• Open-market sales: 24,259 @ $69.72 ($1,691,337); 36,986 @ $70.78 ($2,617,869); 2,505 @ $71.28 ($178,556). Tax-withheld shares: 7,016 @ $71.00 ($498,136).
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Notable footnotes: 5-for-1 forward split applied to amounts (F2); sales executed under a Rule 10b5-1 trading plan adopted Aug 5, 2024 (F3); tax withholding on RSU vesting (F1); VWAP and price ranges disclosed for multi-trade executions (F4–F7); vesting schedules for the options noted (F8, F9).
• Filing timeliness: Report filed within two business days of the transactions (no late filing flagged).

Context

• The sequence (exercise of options immediately followed by sales) indicates a cash-out of option gains rather than an outright buy/hold. The filing shows the trades were effectuated under a pre-established 10b5-1 plan, which is a pre-planned trading arrangement that can reduce questions about contemporaneous insider timing.
• Footnotes clarify the forward stock split and vesting schedules; the reported prices use volume-weighted averages and were executed across multiple trades at the ranges provided. This activity is routine executive monetization and does not by itself indicate a change in company outlook.