GARCIA ERNEST C. III 4

What Happened

• Ernest C. Garcia III, CEO of Carvana (CVNA), had 1,230 shares of Class A common stock withheld to satisfy tax obligations upon vesting of restricted stock units (RSUs). The shares were recorded at $401.11 each, totaling approximately $493,365. This is a tax-withholding disposition (transaction code F), not an open-market sale or purchase.

Key Details

• Transaction date: 2026-02-01; filing date: 2026-02-03 (appears to be filed within the usual Form 4 reporting window).
• Price and total: 1,230 shares at $401.11 per share = $493,365.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes of note:
  • F1: Withholding represents shares retained to cover taxes on vested RSUs.
  • F2 & F3: Some shares are held directly by trusts (Ernest C. Garcia III Multi-Generational Trust III and Ernest Irrevocable 2004 Trust III); Garcia is trustee/co-administrator of those trusts.
• Transaction code meaning: F = shares withheld for taxes (routine administrative disposition).

Context

• Tax-withholding on RSU vesting is a common, administrative action to cover tax liabilities and does not necessarily indicate the insider is selling shares for investment reasons. It is effectively a cashless settlement of the tax amount rather than an open-market sale that would signal a change in conviction.