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CARVANA CO. — Director's Dealing 2020
Dec 17, 2020
30038_dirs_2020-12-17_3e451b4e-40fd-4f77-a89b-4897996c6877.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CARVANA CO. (CVNA)
CIK: 0001690820
Period of Report: 2020-12-15
Reporting Person: KEETON RYAN S. (Chief Brand Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2020-12-15 | Class A Common Stock | C | 10000 | — | Acquired | 41448 | Direct |
| 2020-12-15 | Class A Common Stock | S | 10000 | $261.58 | Disposed | 31448 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2020-12-15 | Class B Units | $ | C | 12500 | Disposed | Class A Common Stock (12500.0) | Direct |
Footnotes
F1: The reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 9, 2020. The Reporting Person acquired the Class A Common Stock on December 15, 2020 by exchanging 12,500 Class B common units of Carvana Group, LLC ("Class B Units") for 10,000 shares of Class A Common Stock pursuant to an exchange agreement among the Issuer and certain common unit holders of Carvana Group, LLC, dated April 27, 2017 (the "Exchange Agreement").
F2: The Exchange Agreement permits holders of Class B Units to exchange their Class B Units for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock Value less the Adjusted Participation Threshold (as each term is defined in the Exchange Agreement) multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock Value.
F3: This transaction was executed in multiple trades at prices ranging from $254.66 to $267.85, inclusive; the price reported above reflects the volume weighted average sale price.
F4: The exchanged Class B Units have a participation threshold of $0.00. The Class B Units have no expiration date.
F5: The Reporting Person was granted 500,000 Class B common units on March 24, 2015 with a participation threshold of $0.00; 125,000 vested on the grant date and 8,333 vest on the first of each month thereafter.