0000950170-24-062630.txt : 20240520 0000950170-24-062630.hdr.sgml : 20240520 20240520200258 ACCESSION NUMBER: 0000950170-24-062630 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240516 FILED AS OF DATE: 20240520 DATE AS OF CHANGE: 20240520 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GARCIA ERNEST C. II CENTRAL INDEX KEY: 0001017608 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 24966559 MAIL ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: GARCIA ERNEST C II DATE OF NAME CHANGE: 19960626 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ECG II SPE, LLC CENTRAL INDEX KEY: 0001754720 ORGANIZATION NAME: STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 24966557 BUSINESS ADDRESS: STREET 1: 1720 W. RIO SALADO PARKWAY STREET 2: SUITE A CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: 602.778.5003 MAIL ADDRESS: STREET 1: 1720 W. RIO SALADO PARKWAY STREET 2: SUITE A CITY: TEMPE STATE: AZ ZIP: 85281 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VERDE INVESTMENTS, INC. CENTRAL INDEX KEY: 0001704727 ORGANIZATION NAME: STATE OF INCORPORATION: AZ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38073 FILM NUMBER: 24966558 BUSINESS ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 602.778.5000 MAIL ADDRESS: STREET 1: 100 CRESCENT COURT STREET 2: SUITE 1100 CITY: DALLAS STATE: TX ZIP: 75201 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARVANA CO. CENTRAL INDEX KEY: 0001690820 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] ORGANIZATION NAME: 07 Trade & Services IRS NUMBER: 814549921 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 300 E. RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 BUSINESS PHONE: (480) 719-8809 MAIL ADDRESS: STREET 1: 300 E. RIO SALADO PARKWAY CITY: TEMPE STATE: AZ ZIP: 85281 4 1 ownership.xml 4 X0508 4 2024-05-16 0001690820 CARVANA CO. CVNA 0001017608 GARCIA ERNEST C. II 100 CRESCENT COURT, SUITE 1100 DALLAS TX 75201 false false true false 0001704727 VERDE INVESTMENTS, INC. 100 CRESCENT COURT SUITE 1100 DALLAS TX 75201 false false true false 0001754720 ECG II SPE, LLC 100 CRESCENT COURT SUITE 1100 DALLAS TX 75201 false false true false true Class A Common Stock 2024-05-16 4 S false 15918 117.9493 D 2481582 D Class A Common Stock 2024-05-16 4 S false 6473 119.0686 D 2475109 D Class A Common Stock 2024-05-16 4 S false 6815 120.0092 D 2468294 D Class A Common Stock 2024-05-16 4 S false 18559 120.9809 D 2449735 D Class A Common Stock 2024-05-16 4 S false 6735 121.9088 D 2443000 D Class A Common Stock 2024-05-16 4 S false 5500 122.9807 D 2437500 D Class A Common Stock 2024-05-17 4 S false 25363 116.4360 D 2412137 D Class A Common Stock 2024-05-17 4 S false 27110 117.2196 D 2385027 D Class A Common Stock 2024-05-17 4 S false 7227 118.2338 D 2377800 D Class A Common Stock 2024-05-17 4 S false 300 118.8267 D 2377500 D Class A Common Stock 2578314 I Verde Investments, Inc. Class A Common Stock 850000 I Ernest Irrevocable 2004 Trust III Class A Common Stock 950000 I Ernest C. Garcia III Multi-Generational Trust III Class B Common Stock 41442317 D Class B Common Stock 11834021 I Ernest Irrevocable 2004 Trust III Class B Common Stock 11952000 I Ernest C. Garcia III Multi-Generational Trust III Class B Common Stock 8000000 I ECG II SPE, LLC Class A Units Class A Common Stock 51802896 51802896 D Class A Units Class A Common Stock 14792526 14792526 I Ernest Irrevocable 2004 Trust III Class A Units Class A Common Stock 14940000 14940000 I Ernest C. Garcia III Multi-Generational Trust III Class A Units Class A Common Stock 10000000 10000000 I ECG II SPE, LLC The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Ernest C. Garcia II and Elizabeth Joanne Garcia on March 11, 2024. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $117.44 to $118.43, inclusive (weighted average of $117.9493); $118.4698 to $119.46, inclusive (weighted average of $119.0686); $119.47 to $120.46, inclusive (weighted average of $120.0092); $120.48 to $121.4725, inclusive (weighted average of $120.9809); $121.48 to $122.44, inclusive (weighted average of $121.9088); and $122.58 to $123.32, inclusive (weighted average of $122.9807), respectively. The reporting person undertakes to provide to the issuer or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein. The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $115.79 to $116.77, inclusive (weighted average of $116.436); $116.79 to $117.75, inclusive (weighted average of $117.2196); $117.82 to $118.81, inclusive (weighted average of $118.2338); and $118.82 to $118.84, inclusive (weighted average of $118.8267), respectively. The reporting person undertakes to provide to the issuer or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth herein. These Class A Shares are owned directly by Verde Investments, Inc., an entity which Mr. Garcia wholly owns and controls. These Class A Shares are owned directly by the Ernest Irrevocable 2004 Trust III (the "2004 Trust"). Mr. Garcia may have shared voting and dispositive power with respect to the Class A Shares held by the 2004 Trust. Mr. Garcia is a non-voting co-trustee with respect to the 2004 Trust and Mr. Garcia's son, Ernie Garcia III, is the sole beneficiary. These Class A Shares are owned directly by the Ernest C. Garcia III Multi-Generational Trust III (the "Multi-Generational Trust"). Mr. Garcia may have shared voting and dispositive power with respect to the Class A Shares held by the Multi-Generational Trust. Mr. Garcia is a non-voting co-trustee with respect to the Multi-Generational Trust, and Ernie Garcia III and his children are the sole beneficiaries. These Class B Shares are owned directly by the 2004 Trust. These Class B Shares are owned directly by the Multi-Generational Trust. These Class B Shares are owned directly by ECG II SPE, LLC ("E-SPE"), an entity which Mr. Garcia wholly owns and controls. These Class A Units are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement, dated April 27, 2017, by and among the Issuer, Carvana Co. Sub LLC, Carvana Group and the members of Carvana Group (the "Exchange Agreement"). These Class A Units are owned directly by the 2004 Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. These Class A Units are owned directly by the Multi-Generational Trust and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. These Class A Units are owned directly by E-SPE and are exchangeable for 0.8 Class A Shares pursuant to the Exchange Agreement. /s/ Ernest C. Garcia 2024-05-20 /s/ Ernest C. Garcia II, Verde Investments, Inc. 2024-05-20 /s/ Ernest C. Garcia II, ECG II SPE, LLC 2024-05-20