SC 13G/A: CARVANA CO.
Ticker: CVNA · Form: SC 13G/A · Filed: 2024-11-01T00:00:00.000Z
Sentiment: neutral
Topics: sc-13g-a
AI Summary
SC 13G/A filing by CARVANA CO..
Risk Assessment
Risk Level: low
Filing Stats: 1,712 words · 7 min read · ~6 pages · Grade level 8.4 · Accepted 2024-11-01 19:07:15
Key Financial Figures
- $0.001 — suer) Class A Common Stock, par value $0.001 per share (Title of Class of Securities
Filing Documents
- schedule13gaerniegarciaiii.htm (SC 13G/A) — 55KB
- 0001690820-24-000348.txt ( ) — 57KB
(a)
Item 1(a) Name of Issuer Carvana Co.
(b) Address of Issuer's Principal Executive Offices
Item 1(b) Address of Issuer's Principal Executive Offices 300 E. Rio Salado Parkway Tempe, Arizona 85281.
(a) Name of Person Filing
Item 2(a) Name of Person Filing This Schedule 13G is filed by Ernest C. Garcia, III (the " Reporting Person "). The Reporting Person is a citizen of the United States of America.
(b) Address of Principal Business Office or, if none, Residence
Item 2(b) Address of Principal Business Office or, if none, Residence The principal business address of the Reporting Person is as follows co Carvana Co. 300 E. Rio Salado Parkway Tempe, Arizona 85281
(c) Citizenship
Item 2(c) Citizenship See response to Item 4 of the cover page and Item 2(a) above.
(d) Title of Class of Securities
Item 2(d) Title of Class of Securities Class A common stock, par value $0.001 par value
(e) CUSIP Number
Item 2(e) CUSIP Number 146869102 4
If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a
Item 3 If this statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). (e) An investment adviser in accordance with 240.13d-1(b)(1)(ii)(E). (f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). (g) A parent holding company or control person in accordance with 240.13d-1(b)(1)(ii)(G). (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813). (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3). (j) Non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J). (k) Group, in accordance with 240.13d-1(b)(1)(ii)(K). Not applicable. 5
Ownership
Item 4 Ownership (a) Amount beneficially owned as of the date hereof See response to Item 9 on the cover page. (b) Percent of class See response to Item 11 on the cover page. (c) Number of shares as to which such person has i. sole power to vote or to direct the vote See responses to Item 5 on the cover page. ii. shared power to vote or to direct the vote See responses to Item 6 on the cover page. iii. sole power to dispose or to direct the disposition of See responses to Item 7 on the cover page. iv. shared power to dispose or to direct the disposition of See responses to Item 8 on the cover page. 6 Pursuant to the Fifth Amended and Restated Limited Liability Company Agreement of Carvana Group, LLC, as amended, and an Exchange Agreement that the holders of Class A Units entered into with the Issuer, the Reporting Person is entitled from time to time at his option to exchange Class A Units (together with shares of his Class B Common Stock), for shares of Class A Common Stock on a five-to-four basis (or, at the Issuer's discretion, for cash). Each of the percentages referenced in this Statement are calculated based on 128,510,301 shares of the Issuer's Class A Common Stock outstanding as of October 28, 2024, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on October 30, 2024, as increased by (i) 355,381 shares of Class A Common Stock issuable in respect of 355,381 Options, (ii) 27,146 shares of Class A Common Stock issuable upon vesting and settlement of RSUs, and (iii) 27,666,483 shares of Class A Common Stock issuable in respect of 34,583,104 Class A Units (and 27,666,483 shares of Class B Common Stock) (the Calculation Method). The 30,640,009 reported securities are held as follows Ernest C. Garcia, III directly holds (a) 790,999 shares of Class A Common Stock, (b) 27,146 shares of Class A Common Stock issuable upon vesting and settlement of RSUs that will have vested within 60 days of September 30, 2024, inclusi
Ownership of Five Percent or Less of a Class
Item 5 Ownership of Five Percent or Less of a Class Not Applicable.
Ownership of More Than Five Percent on Behalf of Another Person
Item 6 Ownership of More Than Five Percent on Behalf of Another Person Not Applicable. Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person Not Applicable.
Identification and Classification of Members of the Group
Item 8 Identification and Classification of Members of the Group Not Applicable.
Notice of Dissolution of Group
Item 9 Notice of Dissolution of Group Not Applicable.
Certification
Item 10 Certification Not Applicable. 8 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct. Dated November 1, 2024 By s Ernest C. Garcia, III Name Ernest C. Garcia, III