Carvana Trust Flags Late SEC Filings, Boosts Compliance

TL;DR

**Carvana's administrative slip-up on SEC filings for another trust is a red flag for operational risk, but their swift corrective action is a bullish sign for future compliance.**

AI Summary

Carvana Auto Receivables Trust 2021-P1's 10-K filing for the fiscal year ended December 31, 2025, primarily details compliance with servicing criteria and identifies a material instance of noncompliance by the Sponsor, Carvana, LLC. Specifically, Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction, disclosing December collection period activity, were not filed on EDGAR within fifteen calendar days of the January 2025 distribution date, instead being filed on February 12, 2025. This noncompliance, discovered on February 11, 2025, did not impact investor distributions or the servicing of assets for the 2021-P1 trust. In response, Carvana, LLC has implemented new policies, including additional attorney oversight, compliance checks, a comprehensive transaction log with EDGAR hyperlinks, and enhanced reviews of servicer's certificates to ensure timely and accurate future filings. No single obligor represents 10% or more of the pool assets, and no external credit enhancement or derivative instruments are provided by any entity.

Why It Matters

This filing highlights operational risks within Carvana's securitization process, specifically regarding regulatory compliance. While the identified late filing for a different trust (2024-P4) did not directly impact the 2021-P1 trust's investors or distributions, it signals potential systemic issues in Carvana's administrative controls. For investors in Carvana-backed asset-backed securities, this raises concerns about the reliability of timely information and the robustness of internal processes, potentially affecting investor confidence and the perceived risk profile of future Carvana securitizations in a competitive auto lending market. The implemented corrective actions are crucial for restoring trust and ensuring future regulatory adherence.

Risk Assessment

Risk Level: medium — The risk level is medium due to the identified material instance of noncompliance where Carvana, LLC, as Sponsor, failed to file Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction within the required fifteen calendar days in February 2025. While this specific instance did not affect the 2021-P1 trust or investor distributions, it indicates a weakness in internal controls over regulatory reporting, which could lead to future compliance issues or regulatory scrutiny.

Analyst Insight

Investors should monitor Carvana's subsequent filings for evidence of improved compliance and the effectiveness of the new policies and procedures. While the direct impact on the 2021-P1 trust was minimal, this event underscores the importance of robust administrative controls in securitization vehicles, warranting a cautious but not alarmist approach.

Financial Highlights

debt To Equity

N/A

revenue

N/A

operating Margin

N/A

total Assets

N/A

total Debt

N/A

net Income

N/A

eps

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gross Margin

N/A

cash Position

N/A

revenue Growth

N/A

Key Numbers

• 2025-12-31 — Fiscal year end (Reporting period for the 10-K filing)
• 2026-03-26 — Filing date (Date the 10-K was filed with the SEC)
• 15 — Calendar days (Required filing timeline for Forms 10-D and ABS-EE after distribution date)
• 2025-02-12 — Filing date of late reports (Date Forms 10-D and ABS-EE for 2024-P4 were filed, after the deadline)
• 2025-02-11 — Discovery date of noncompliance (Date Sponsor discovered the late filing for 2024-P4)
• 10% — Threshold for significant obligor (No single obligor represents 10% or more of the pool assets)

Key Players & Entities

• Carvana Auto Receivables Trust 2021-P1 (company) — Issuing Entity
• Carvana, LLC (company) — Sponsor, identified material instance of noncompliance
• Carvana Receivables Depositor LLC (company) — Depositor
• Computershare Trust Company, National Association (company) — Collateral Custodian and Indenture Trustee
• Bridgecrest Credit Company, LLC (company) — Servicer
• Mike McKeever (person) — President of Carvana Receivables Depositor LLC
• SEC (regulator) — regulatory body for filings
• Grant Thornton LLP (company) — Attestation Report on Assessment of Compliance with Servicing Criteria for Servicer and Sponsor
• PWC (company) — Attestation Report on Assessment of Compliance with Servicing Criteria for Indenture Trustee and Collateral Custodian
• Clayton Fixed Income Services LLC (company) — Asset Representations Reviewer

FAQ

Risk Factors

• Late Filing of Required Reports [medium — operational]: The Sponsor, Carvana, LLC, failed to file Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction by the required deadline. These forms, detailing December 2024 collection period activity, were due within fifteen calendar days of the January 2025 distribution date but were filed on February 12, 2025. This represents a material instance of noncompliance with reporting obligations.
• Compliance with Regulation AB [medium — regulatory]: The filing is an annual report on Form 10-K for Carvana Auto Receivables Trust 2021-P1, detailing compliance with servicing criteria under Regulation AB. While the 2021-P1 trust itself was not directly impacted by the late filing, the incident highlights potential systemic issues in timely regulatory reporting for related securitization vehicles.
• Absence of External Credit Enhancement [high — financial]: The securitization structure for Carvana Auto Receivables Trust 2021-P1 does not include any external credit enhancement or derivative instruments. This means that the Notes and Certificates issued by the trust are solely supported by the performance of the underlying auto loan pool, increasing the risk to investors in case of significant defaults.

Industry Context

The auto finance industry, particularly the securitization of auto loans, is a critical component of the broader automotive market. Companies like Carvana leverage securitization to fund their origination of auto loans, providing liquidity and enabling further lending. The industry is subject to significant regulatory oversight, especially concerning disclosures and compliance with rules like Regulation AB, to protect investors. Trends include increasing use of technology in loan origination and servicing, and evolving consumer credit behaviors.

Regulatory Implications

The material instance of noncompliance regarding late filings for the 2024-P4 transaction indicates a potential weakness in the Sponsor's internal controls and reporting processes. While the 2021-P1 trust was not directly affected, regulators will likely scrutinize Carvana's compliance framework. The implemented corrective actions, such as enhanced attorney oversight and compliance checks, are crucial for demonstrating a commitment to rectifying these issues and avoiding future regulatory penalties or reputational damage.

What Investors Should Do

1. Monitor Sponsor's Compliance Remediation
2. Review Servicer's Certificates and Compliance Reports
3. Assess Impact of No External Credit Enhancement

Key Dates

• 2021-03-18: Closing Date — Marks the inception of the Carvana Auto Receivables Trust 2021-P1 and the initial securitization of auto loan assets.
• 2025-01-XX: January 2025 Distribution Date — The distribution date for which the subsequent 10-D and ABS-EE filings were delayed.
• 2025-02-11: Discovery of Noncompliance — The date on which the Sponsor identified the failure to file required reports for the 2024-P4 transaction.
• 2025-02-12: Filing of Late Reports — The date when the overdue Forms 10-D and ABS-EE for the 2024-P4 transaction were eventually filed with the SEC.
• 2025-12-31: Fiscal Year End — The end of the reporting period covered by this 10-K filing.
• 2026-03-26: 10-K Filing Date — The date this annual report for the Carvana Auto Receivables Trust 2021-P1 was filed with the SEC.

Glossary

Regulation AB

A set of rules issued by the U.S. Securities and Exchange Commission (SEC) that govern the disclosure and reporting requirements for asset-backed securities transactions. (This filing is made in accordance with Regulation AB, detailing servicing criteria and obligor information for the trust.)

Sponsor

The entity that initiates the securitization process by selling or transferring assets to a trust or special purpose entity. (Carvana, LLC is identified as the Sponsor and is responsible for the reported instance of noncompliance.)

Issuing Entity

The special purpose entity (SPE) that issues securities (notes and certificates) backed by the pool of assets. (Carvana Auto Receivables Trust 2021-P1 is the Issuing Entity for the securities discussed in this filing.)

Form 10-D

A report filed by asset-backed issuers with the SEC that provides information about the performance of the underlying assets and any significant events during a reporting period. (The late filing of this form for a related trust (2024-P4) is the primary compliance issue highlighted in the filing.)

Form ABS-EE

A report filed by asset-backed issuers with the SEC that provides detailed information about the underlying assets and their characteristics. (Similar to Form 10-D, the late filing of this form for the 2024-P4 transaction is a key compliance concern.)

Indenture Trustee

A trustee appointed under an indenture to represent the interests of the bondholders (noteholders) in a securitization transaction. (Computershare Trust Company, N.A. is listed as the Indenture Trustee for the 2021-P1 trust.)

Servicing Criteria

A set of standards that servicers must meet to ensure the proper administration and servicing of the underlying assets in a securitization. (The 10-K filing includes an assessment of compliance with these criteria.)

Year-Over-Year Comparison

This filing is an annual report (10-K) for the Carvana Auto Receivables Trust 2021-P1, whereas previous filings might have been periodic reports (10-D) or other transaction-specific documents. The key information presented here focuses on compliance with servicing criteria and highlights a specific instance of noncompliance by the Sponsor related to a different, more recent trust (2024-P4). Unlike a typical year-over-year financial comparison, this report's primary focus is on operational and regulatory adherence, with the 'vs. last filing' aspect being the identification of a new risk factor concerning reporting delays.

Filing Documents

• fy25form10-kcrvna2021xp1.htm (10-K) — 126KB
• fy25supplementno1toindentu.htm (EX-4.4) — 40KB
• fy25exhibit311-crvna2021xp1.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) — 12KB
• image_03.jpg (GRAPHIC) — 58KB
• image_0a.jpg (GRAPHIC) — 499KB
• image_0c.jpg (GRAPHIC) — 10KB
• picture1.jpg (GRAPHIC) — 3KB
• picture12.jpg (GRAPHIC) — 3KB
• 0001841341-26-000014.txt ( ) — 3358KB

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-P1 (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 wi

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 March 18, 2021 (the "Closing Date"), by and among the Issuing Entity, Carvana Auto Receivables Trust 2021-P1 (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 March 23, 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). 4.4 Supplemental Indenture, dated February 12, 2024, (incorporated by reference to Exhibit 4.1 to the Form 10-D filed on February 15, 2024). 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, dated as of December 14, 2022, (incorporated by reference t

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