=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-02-01
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: CARVANA CO. (CVNA)
CIK: 0001690820
--- Reporting Owner ---
Name: HUSTON BENJAMIN E.
CIK: 0001700537
Role: Officer (Chief Operating Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Class A Common Stock
Date: 2026-02-01 | Code: F (Payment of exercise/tax)
Shares: -1,219 | Price: $401.11
Total Value: $488,953.09
Shares Owned After: 98,652 | Ownership: D (Direct)
Footnotes:
[F1] Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.
[Transaction #2]
Security: Class A Common Stock
Date: 2026-02-02 | Code: M (Exercise of derivative)
Shares: +10,000 | Price: $10.07
Total Value: $100,700.00
Shares Owned After: 108,652 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[Transaction #3]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -80 | Price: $394.05
Total Value: $31,524.00
Shares Owned After: 108,572 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[Transaction #4]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -80 | Price: $396.22
Total Value: $31,697.60
Shares Owned After: 108,492 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F4] This transaction was executed in multiple trades at prices ranging from $396.10 to $396.33, inclusive.
[Transaction #5]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -200 | Price: $397.66
Total Value: $79,532.00
Shares Owned After: 108,292 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F5] This transaction was executed in multiple trades at prices ranging from $397.50 to $398.05 inclusive.
[Transaction #6]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -200 | Price: $399.14
Total Value: $79,828.00
Shares Owned After: 108,092 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F6] This transaction was executed in multiple trades at prices ranging from $398.59 to $399.55, inclusive.
[Transaction #7]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -80 | Price: $400.08
Total Value: $32,006.40
Shares Owned After: 108,012 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[Transaction #8]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -40 | Price: $402.54
Total Value: $16,101.60
Shares Owned After: 107,972 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[Transaction #9]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -80 | Price: $403.89
Total Value: $32,311.20
Shares Owned After: 107,892 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F7] This transaction was executed in multiple trades at prices ranging from $403.66 to $404.12, inclusive.
[Transaction #10]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -80 | Price: $405.01
Total Value: $32,400.80
Shares Owned After: 107,812 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F8] This transaction was executed in multiple trades at prices ranging from $404.82 to $405.20, inclusive.
[Transaction #11]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -280 | Price: $406.67
Total Value: $113,867.60
Shares Owned After: 107,532 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F9] This transaction was executed in multiple trades at prices ranging from $406.37 to $407.10, inclusive.
[Transaction #12]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -1,426 | Price: $407.90
Total Value: $581,665.40
Shares Owned After: 106,106 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F10] This transaction was executed in multiple trades at prices ranging from $407.41 to $408.38 inclusive.
[Transaction #13]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -742 | Price: $408.83
Total Value: $303,351.86
Shares Owned After: 105,364 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F11] This transaction was executed in multiple trades at prices ranging from $408.43 to $409.21, inclusive.
[Transaction #14]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -440 | Price: $409.82
Total Value: $180,320.80
Shares Owned After: 104,924 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F12] This transaction was executed in multiple trades at prices ranging from $409.44 to $410.36, inclusive.
[Transaction #15]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -864 | Price: $410.91
Total Value: $355,026.24
Shares Owned After: 104,060 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F13] This transaction was executed in multiple trades at prices ranging from $410.46 to $411.45, inclusive.
[Transaction #16]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -976 | Price: $411.95
Total Value: $402,063.20
Shares Owned After: 103,084 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F14] This transaction was executed in multiple trades at prices ranging from $411.47 to $412.45, inclusive.
[Transaction #17]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -640 | Price: $412.88
Total Value: $264,243.20
Shares Owned After: 102,444 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F15] This transaction was executed in multiple trades at prices ranging from $412.48 to $413.43, inclusive.
[Transaction #18]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -827 | Price: $414.01
Total Value: $342,386.27
Shares Owned After: 101,617 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F16] This transaction was executed in multiple trades at prices ranging from $413.52 to $414.45, inclusive.
[Transaction #19]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -960 | Price: $415.09
Total Value: $398,486.40
Shares Owned After: 100,657 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F17] This transaction was executed in multiple trades at prices ranging from $414.56 to $415.54, inclusive.
[Transaction #20]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -842 | Price: $416.08
Total Value: $350,339.36
Shares Owned After: 99,815 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F18] This transaction was executed in multiple trades at prices ranging from $415.56 to $416.55, inclusive.
[Transaction #21]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -522 | Price: $416.93
Total Value: $217,637.46
Shares Owned After: 99,293 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F19] This transaction was executed in multiple trades at prices ranging from $416.56 to $417.45, inclusive.
[Transaction #22]
Security: Class A Common Stock
Date: 2026-02-02 | Code: S (Open market sale)
Shares: -641 | Price: $418.02
Total Value: $267,950.82
Shares Owned After: 98,652 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F3] The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
[F20] This transaction was executed in multiple trades at prices ranging from $417.61 to $418.50, inclusive.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Options (Right to Buy)
Date: 2026-02-02 | Code: M (Exercise of derivative)
Shares: -10,000 | Price: $0.00
Exercisable: N/A | Expires: 2033-02-22
Shares Owned After: 328,513 | Ownership: D (Direct)
Footnotes:
[F2] The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
[F21] The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following
three years, subject to the Reporting Person's continued service with the Issuer.
--- Footnotes (Complete Index) ---
F1: Represents total number of shares of Class A Common Stock of the Issuer withheld for taxes upon vesting of restricted stock units pursuant to various awards.
F10: This transaction was executed in multiple trades at prices ranging from $407.41 to $408.38 inclusive.
F11: This transaction was executed in multiple trades at prices ranging from $408.43 to $409.21, inclusive.
F12: This transaction was executed in multiple trades at prices ranging from $409.44 to $410.36, inclusive.
F13: This transaction was executed in multiple trades at prices ranging from $410.46 to $411.45, inclusive.
F14: This transaction was executed in multiple trades at prices ranging from $411.47 to $412.45, inclusive.
F15: This transaction was executed in multiple trades at prices ranging from $412.48 to $413.43, inclusive.
F16: This transaction was executed in multiple trades at prices ranging from $413.52 to $414.45, inclusive.
F17: This transaction was executed in multiple trades at prices ranging from $414.56 to $415.54, inclusive.
F18: This transaction was executed in multiple trades at prices ranging from $415.56 to $416.55, inclusive.
F19: This transaction was executed in multiple trades at prices ranging from $416.56 to $417.45, inclusive.
F2: The reported option exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 13, 2024 (the "10b5-1 Plan").
F20: This transaction was executed in multiple trades at prices ranging from $417.61 to $418.50, inclusive.
F21: The non-qualified stock options representing the right to purchase for the exercise price Class A Common Stock of the Issuer vested 25% on April 1, 2024 and monthly thereafter for the following
three years, subject to the Reporting Person's continued service with the Issuer.
F3: The price reported above reflects the volume weighted average sale price. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each price.
F4: This transaction was executed in multiple trades at prices ranging from $396.10 to $396.33, inclusive.
F5: This transaction was executed in multiple trades at prices ranging from $397.50 to $398.05 inclusive.
F6: This transaction was executed in multiple trades at prices ranging from $398.59 to $399.55, inclusive.
F7: This transaction was executed in multiple trades at prices ranging from $403.66 to $404.12, inclusive.
F8: This transaction was executed in multiple trades at prices ranging from $404.82 to $405.20, inclusive.
F9: This transaction was executed in multiple trades at prices ranging from $406.37 to $407.10, inclusive.
--- Signature ---
/s/ /s/ Paul Breaux, by Power of Attorney for Benjamin E. Huston (2026-02-03)
