Palmer Stephen R 4

What Happened
Stephen R. Palmer, Vice President of Accounting at Carvana (CVNA), disposed of stock on June 1, 2026. He sold a total of 5,000 shares in open-market trades for an aggregate of approximately $352,102 (three reported sales: 2,027 shares at $69.76; 2,853 shares at $70.84; 120 shares at $71.59). Separately, 3,245 shares were withheld to cover taxes on vested restricted stock units, valued at $230,395. Combined value of shares sold/withheld ≈ $582,497. The reported sales were made under a pre-existing Rule 10b5-1 trading plan.

Key Details

• Transaction date: June 1, 2026; Form 4 filed June 3, 2026 (appears timely).
• Open-market sales: 5,000 shares total for ~$352,102 (VWAPs reported per lot).
  • 2,027 shares @ $69.76 = $141,404 (trades ranged $69.23–$70.22).
  • 2,853 shares @ $70.84 = $202,107 (trades ranged $70.24–$71.20).
  • 120 shares @ $71.59 = $8,591 (trades ranged $71.28–$71.75).
• Tax withholding: 3,245 shares withheld from RSU vesting @ $71.00 = $230,395 (shares withheld to satisfy tax liability).
• All share amounts are post a 5-for-1 forward stock split on May 7, 2026 (amounts in filing reflect the split).
• Sales were effected under a Rule 10b5-1 plan adopted May 28, 2025; reported prices reflect volume-weighted average sale prices (detailed per-trade info available on request).
• Shares owned after the transactions were not specified in the provided filing summary.

Context

• Tax-withholding (code F) indicates shares were retained to cover taxes on vested RSUs, not an open-market sale. The open-market sales (code S) were executed under a 10b5-1 plan, which is a pre-arranged trading plan that can provide trading timing protection for insiders.
• These are insider sales (not purchases); sales are common for covering tax obligations or diversifying and do not by themselves indicate management’s view on future performance.