Carvana (CVNA) VP Accounting Stephen R. Palmer Sells Shares

What Happened

• Stephen R. Palmer, Vice President of Accounting at Carvana (CVNA), disposed of a total of 8,023 shares on September 1, 2026. That total breaks down as 3,023 shares withheld to cover taxes on vested restricted stock units (3,023 x $72.18 = $218,200) and two open-market sales of 3,400 shares at $71.40 ($242,760) and 1,600 shares at $71.88 ($115,008). The aggregate proceeds/value reported equal approximately $575,968. These transactions are sales/withholdings (not purchases).

Key Details

• Transaction date: September 1, 2026; Form 4 filed September 3, 2026 (appears timely).
• Individual transactions:
  • Tax withholding (F): 3,023 shares @ $72.18 = $218,200 (shares withheld upon RSU vesting).
  • Open-market sale (S): 3,400 shares @ $71.40 = $242,760.
  • Open-market sale (S): 1,600 shares @ $71.88 = $115,008.
• Method and plan: The open-market sales were executed under a Rule 10b5-1 trading plan adopted May 28, 2025 (footnote F2).
• Price details: The filing reports a VWAP and offers to provide per-trade prices on request (F3). The sales were executed in multiple trades at price ranges of $70.76–$71.75 and $71.76–$72.26 (F4, F5).
• Shares owned after the transactions: Not disclosed in the provided filing excerpt.

Context

• F-coded transaction = shares withheld to satisfy tax obligations on vested RSUs (a routine, non-cash purchase/settlement). S-coded transactions = open-market sales; because these sales were under a pre-established 10b5-1 plan, they are typically scheduled trades rather than ad-hoc market-timing. These actions represent disposition of shares, not a buy signal.