Carvana Trust Discloses Filing Lapses, Bolsters Compliance

TL;DR

**Carvana's administrative slip-up on SEC filings for another trust is a red flag for operational risk, even if 2021-N3 is unaffected; watch for execution on new compliance protocols.**

AI Summary

Carvana Auto Receivables Trust 2021-N3, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025. The filing indicates no single obligor represents 10% or more of the pool assets, and no external credit enhancement or derivative instruments are provided by any entity or group of affiliated entities. A key disclosure is a material instance of noncompliance by the Sponsor, Carvana, LLC, regarding the untimely filing of Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction on February 11, 2025, which were due within fifteen calendar days of the January 2025 distribution date but filed on February 12, 2025. This specific noncompliance did not affect the Carvana Auto Receivables Trust 2021-N3. In response, Carvana, LLC has implemented new policies, including additional attorney oversight, compliance checks, and a comprehensive log of transactions and filings, to ensure timely SEC submissions for all future transactions. All other Servicing Participants, including Bridgecrest Credit Company, LLC as Servicer, and Computershare Trust Company, National Association, as Indenture Trustee and Collateral Custodian, reported no material instances of noncompliance for the 2021-N3 Trust.

Why It Matters

This 10-K filing for Carvana Auto Receivables Trust 2021-N3 highlights operational risks within Carvana's securitization process, specifically regarding SEC filing compliance. While the disclosed late filing for the 2024-P4 Trust did not directly impact the 2021-N3 Trust, it signals potential systemic issues in Carvana, LLC's administrative controls. For investors in Carvana-backed asset-backed securities, this raises questions about the robustness of internal processes, even as Carvana, LLC has implemented new oversight measures. In a competitive auto lending and securitization market, consistent and timely regulatory compliance is crucial for maintaining investor confidence and could influence future deal pricing and market perception of Carvana's securitization vehicles.

Risk Assessment

Risk Level: medium — The risk level is medium due to the disclosed material instance of noncompliance by Carvana, LLC (the Sponsor) regarding the untimely filing of Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction on February 11, 2025. Although this specific issue did not directly impact the Carvana Auto Receivables Trust 2021-N3, it indicates a weakness in the Sponsor's internal controls for regulatory reporting, which could affect other trusts or future transactions if not fully remediated.

Analyst Insight

Investors should monitor future filings from Carvana-sponsored trusts closely to assess the effectiveness of the new compliance policies and procedures implemented by Carvana, LLC. While the 2021-N3 Trust itself was not directly impacted by the late filing, the broader operational risk warrants attention, especially for those holding or considering investments in Carvana's asset-backed securities.

Financial Highlights

debt To Equity

0.0

revenue

$0

operating Margin

0%

total Assets

$0

total Debt

$0

net Income

$0

eps

$0

gross Margin

0%

cash Position

$0

revenue Growth

N/A

Key Numbers

• December 31, 2025 — Fiscal Year End (Reporting period for the 10-K filing)
• February 11, 2025 — Date of Discovery (When Carvana, LLC discovered late filings for 2024-P4 Trust)
• February 12, 2025 — Date of Filing (When Forms 10-D and ABS-EE for 2024-P4 Trust were filed)
• 15 calendar days — Filing Deadline (Required period for filing Forms 10-D and ABS-EE after distribution date)
• 5 business days — Completion Timeline (Target for procedural enhancements after monthly distribution date)

Key Players & Entities

• Carvana Auto Receivables Trust 2021-N3 (company) — issuing entity
• Carvana, LLC (company) — sponsor and administrator
• Carvana Receivables Depositor LLC (company) — depositor
• Bridgecrest Credit Company, LLC (company) — servicer
• Computershare Trust Company, National Association (company) — collateral custodian and indenture trustee
• Mike McKeever (person) — President of Carvana Receivables Depositor LLC
• SEC (regulator) — regulatory body for filings
• Carvana Auto Receivables Trust 2024-P4 (company) — transaction with late filings
• Grant Thornton LLP (company) — attestation report provider for Servicer and Sponsor
• PWC (company) — attestation report provider for Computershare Trust Company N.A.

FAQ

Risk Factors

• Untimely SEC Filings by Sponsor [medium — operational]: Carvana, LLC, the Sponsor, experienced a material instance of noncompliance due to untimely filing of Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction. These forms were due within fifteen calendar days of the January 2025 distribution date but were filed on February 12, 2025, instead of by February 11, 2025. This specific noncompliance did not impact the 2021-N3 Trust.
• Compliance with Regulation AB [low — regulatory]: The filing confirms adherence to key aspects of Regulation AB, including Item 1112(b) by stating no single obligor represents 10% or more of the pool assets. Additionally, Item 1114(b)(2) and Item 1115(b) are addressed by disclosing no external credit enhancement or derivative instruments are provided by any single entity or group of affiliated entities.

Industry Context

The auto receivables securitization market is a significant component of the broader structured finance industry, providing essential liquidity for auto lenders. This sector is sensitive to economic conditions, consumer credit quality, and regulatory oversight. Recent trends include increased focus on transparency, data integrity, and timely reporting, driven by regulatory bodies like the SEC.

Regulatory Implications

The disclosed instance of noncompliance by the Sponsor, Carvana, LLC, regarding timely SEC filings for another trust (2024-P4) underscores the critical importance of robust compliance procedures. While not directly impacting the 2021-N3 Trust, such lapses can erode investor confidence and may attract further scrutiny from regulators if they become systemic.

What Investors Should Do

1. Monitor Sponsor's compliance enhancements
2. Review Servicer compliance reports
3. Assess impact of Sponsor's past noncompliance on market perception

Key Dates

• 2025-02-11: Discovery of untimely filing for 2024-P4 Trust — Marks the date Carvana, LLC identified the noncompliance with SEC filing deadlines.
• 2025-02-12: Filing of Forms 10-D and ABS-EE for 2024-P4 Trust — The actual date the delinquent filings were submitted, highlighting a delay beyond the required 15-day period.
• 2021-09-09: Closing Date of Carvana Auto Receivables Trust 2021-N3 — The inception date of the securitization trust, marking the commencement of its operations and the pooling of assets.

Glossary

Regulation AB

A set of rules issued by the U.S. Securities and Exchange Commission (SEC) that governs the disclosure and reporting requirements for asset-backed securities offerings. (This filing explicitly references compliance with specific items of Regulation AB, indicating its importance for understanding the structure and disclosures of the securitization.)

Sponsor

The entity that initiates the securitization process by originating or purchasing the assets to be securitized and transferring them to a special purpose entity (SPE). (Carvana, LLC is identified as the Sponsor, and its compliance actions, particularly regarding filing timeliness, are critical to the trust's operations.)

Servicer

The entity responsible for managing the pool of assets, including collecting payments from obligors, handling delinquencies, and distributing funds to investors. (Bridgecrest Credit Company, LLC is the Servicer for this trust, and its performance is key to the smooth functioning of the securitization.)

Indenture Trustee

A fiduciary appointed to represent the interests of the bondholders (noteholders) in a securitization transaction, ensuring the terms of the indenture are met. (Computershare Trust Company, National Association acts as the Indenture Trustee, overseeing the trust's assets and payments to noteholders.)

Collateral Custodian

An entity responsible for holding and safeguarding the physical or electronic records of the underlying assets (collateral) that back the securitized debt. (Computershare Trust Company, National Association also serves as the Collateral Custodian, ensuring the integrity of the asset pool documentation.)

Forms 10-D and ABS-EE

SEC filings required for asset-backed securities. Form 10-D provides distribution date information and other updates, while Form ABS-EE provides detailed information on the underlying assets. (The untimely filing of these forms by the Sponsor for a different trust highlights potential operational risks and the importance of timely reporting.)

Year-Over-Year Comparison

This 10-K filing for Carvana Auto Receivables Trust 2021-N3 does not provide comparative financial data as it is a static disclosure of the trust's structure and governing documents. The primary new information relates to an operational event concerning the Sponsor's compliance with SEC filing deadlines for a different trust (2024-P4), which has prompted procedural enhancements. No significant changes in the trust's asset pool composition, credit enhancement, or significant obligors are indicated in this filing.

Filing Documents

• fy25form10-kcrvna2021xn3.htm (10-K) — 125KB
• fy25exhibit311-crvna2021xn3.htm (EX-31.1) — 7KB
• fy25ex331reportonassessmen.htm (EX-33.1) — 131KB
• fy25ex332reportonassessmen.htm (EX-33.2) — 86KB
• fy25ex333reportonassessmen.htm (EX-33.3) — 1232KB
• fy25ex334managementsassess.htm (EX-33.4) — 18KB
• fy25ex341attestationrepo.htm (EX-34.1) — 6KB
• fy25ex342attestationreport.htm (EX-34.2) — 12KB
• fy25ex343attestationreport.htm (EX-34.3) — 11KB
• ex344attestationreporton.htm (EX-34.4) — 6KB
• fy25ex351servicercomplianc.htm (EX-35.1) — 4KB
• ex344attestationreporton001.jpg (GRAPHIC) — 199KB
• ex344attestationreporton002.jpg (GRAPHIC) — 102KB
• fy25ex341attestationrepo001.jpg (GRAPHIC) — 197KB
• fy25ex341attestationrepo002.jpg (GRAPHIC) — 124KB
• image_0.jpg (GRAPHIC) — 12KB
• image_01.jpg (GRAPHIC) — 58KB
• image_02.jpg (GRAPHIC) — 12KB
• image_0a.jpg (GRAPHIC) — 499KB
• image_0c.jpg (GRAPHIC) — 10KB
• picture1.jpg (GRAPHIC) — 3KB
• picture12.jpg (GRAPHIC) — 3KB
• 0001843653-26-000014.txt ( ) — 3317KB

Unresolved Staff Comments

Item 1B. Unresolved Staff Comments. None.

Mine Safety Disclosures

Item 4. Mine Safety Disclosures. Not applicable. Substitute information provided in accordance with General Instruction J to Form 10-K

(b) of Regulation AB. Significant Obligors of Pool Assets ( Financial Information )

Item 1112(b) of Regulation AB. Significant Obligors of Pool Assets ( Financial Information ). No single obligor represents 10% or more of the pool assets held by Carvana Auto Receivables Trust 2021-N3 (the " Issuing Entity "). Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain Derivatives Instruments ( Financial Information Regarding Significant Enhancement Providers ). No entity or group of affiliated entities provides any external credit enhancement or other support with respect to either payment of the pool assets held by the Issuing Entity or payments on the notes (the " Notes ") or certificates (the " Certificates ") issued by the Issuing Entity.

(b) of Regulation AB. Certain Derivatives Instruments ( Financial Information )

Item 1115(b) of Regulation AB. Certain Derivatives Instruments ( Financial Information ). No entity or group of affiliated entities provides any derivative instruments that are used to alter the payment characteristics of the cashflows from the Issuing Entity.

of Regulation AB. Legal Proceedings

Item 1117 of Regulation AB. Legal Proceedings. Except as previously disclosed in the final prospectus relating to the Notes publicly offered by the Issuing Entity, no legal proceedings are pending, and no proceedings are known to be contemplated by governmental authorities, against any of the following companies, or of which any property of the following companies is the subject, that are or would be material to holders of the Notes or the Certificates Carvana, LLC (the " Sponsor "), Carvana Receivables Depositor LLC (the " Depositor "), Computershare Trust Company, National Association, as collateral custodian (in such capacity, the " Collateral Custodian ") and as indenture trustee (in such capacity, the " Indenture Trustee "), Bridgecrest Credit Company, LLC (the " Servicer "), or the Issuing Entity. PART II The following items have been omitted in accordance with General Instruction J to Form 10-K (a) Item 5, Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities (b) Item 6, Selected Financial Data (c) Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations (d) Item 7A, Quantitative and Qualitative Disclosures About Market Risk (e) Item 8, Financial Statements and Supplementary Data (f) Item 9, Changes in and Disagreements With Accountants on Accounting and Financial Disclosure (g) Item 9A, Controls and Procedures

Other Information

Item 9B. Other Information. None. Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections. Not Applicable. PART III The following items have been omitted in accordance with General Instruction J to Form 10-K (a) Item 10, Directors, Executive Officers and Corporate Governance (b) Item 11, Executive Compensation (c) Item 12, Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters (d) Item 13, Certain Relationships and Related Transactions, and Director Independence (e) Item 14, Principal Accountant Fees and Services Substitute information provided in accordance with General Instruction J to Form 10-K

of Regulation AB. Affiliations and Certain Relationships and Related Transactions

Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions. Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119 of Regulation AB.

of Regulation AB. Compliance with Applicable Servicing Criteria

Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria. The Sponsor (in its role as administrator), the Servicer, the Collateral Custodian, the Indenture Trustee, the Collateral Custodian Agent and the Indenture Trustee Agent (collectively, the " Servicing Participants ") have each been identified by the registrant as a party participating in the servicing function with respect to the pool assets. Each of the Servicing Participants has provided a report on an assessment of compliance with the servicing criteria applicable to it (each, a " Servicing Report "), which Servicing Reports are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants has provided an attestation report (each, a " Report on Assessment ") by one or more registered public accounting firms, which Reports on Assessment are also attached as exhibits to this Form 10-K. Management's Assessment of Compliance for the Sponsor has identified a material instance of noncompliance related to the servicing criterion set forth in Item 1122(d)(3)(i)(C)—reports to investors, including those to be filed with the Commission, were not maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports are filed with the Commission as required by its rules and regulations. This material instance of noncompliance does not relate to the asset-backed securities covered in this Form 10-K and issued by the Issuer. The instance involves the matter set forth below On Tuesday, February 11, 2025, while preparing for upcoming monthly filings, the Sponsor discovered that the Forms 10-D and ABS-EE filings for the Carvana Auto Receivables Trust 2024-P4 transaction disclosing activity during the December collection period were not filed on EDGAR within fifteen calendar days of the January 2025 distribution date. Such reports were filed on EDGAR on Wednesday,February 12, 2025. The servicer's certificate associated with

of Regulation AB. Servicer Compliance Statement

Item 1123 of Regulation AB. Servicer Compliance Statement. The Servicer has been identified by the registrant as a servicer with respect to the asset pool held by the Issuing Entity. The Servicer has provided a statement of compliance with applicable servicing criteria (a " Compliance Statement "), signed by an authorized officer of the Sponsor. The Compliance Statement is attached as an exhibit to this Form 10-K. PART IV

Exhibits and Financial Statement Schedules

Item 15. Exhibits and Financial Statement Schedules. (a) (1) List of documents filed as part of this report Not applicable. (2) Not applicable. (3) The exhibits filed in response to Item 601 of Regulation S-K are listed in Item 15(b) below. (b) Exhibits required by Item 601 of Regulation S-K. The exhibits listed below are either included or incorporated by reference as indicated Exhibit Description 3.1 Certificate of Formation of the Depositor (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form SF-3 (No. 333-239650) filed with the Commission by the Depositor on July 2, 2020 (the "Registration Statement")). 3.2 Amended and Restated Limited Liability Company Agreement of the Depositor (incorporated by reference to Exhibit 3.2 to the Registration Statement). 4.1 Indenture, dated as of September 9, 2021 (the "Closing Date"), by and among the Issuing Entity, Carvana Auto Receivables Trust 2021-N3 (the "Grantor Trust"), and the Indenture Trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed with the Commission by the Depositor on September 13, 2021 (the "Closing 8-K")). 4.2 Amended and Restated Trust Agreement, dated as of the Closing Date, by and between the Depositor and the Owner Trustee (incorporated by reference to Exhibit 4.2 to the Closing 8-K). 4.3 Amended and Restated Grantor Trust Agreement, dated as of the Closing Date, by and between the Issuing Entity and the Grantor Trust Trustee (incorporated by reference to Exhibit 4.3 to the Closing 8-K). 10.1 Receivables Purchase Agreement, dated as of the Closing Date, by and between Carvana and the Depositor (incorporated by reference to Exhibit 10.1 to the Closing 8-K). 10.1.1 First Amendment to Receivables Purchase Agreement, dates as of December 14, 2022, (incorporated by reference to Exhibit 10.1 to Form 10-D filed on December 15, 2022). 10.2 Receivables Transfer Agreement, dated as of the Closing Date, by and bet

Form 10-K Summary

Item 16. Form 10-K Summary. None.

SIGNATURES

SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. By Carvana Receivables Depositor LLC, as Depositor By s Mike McKeever Mike McKeever President Date March 26, 2026 SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT. No annual report to security holders, proxy statement, form of proxy or other proxy soliciting material has been sent to security holders or is anticipated to be furnished to security holders subsequent to the filing of this annual report on Form 10-K.

View Full Filing

View this 10-K filing on SEC EDGAR