Carvana Trust Discloses Filing Lapses, Bolsters Compliance

TL;DR

**Carvana's securitization arm fumbled a filing, signaling compliance risks despite quick fixes; proceed with caution on their ABS.**

AI Summary

Carvana Auto Receivables Trust 2025-P1, a securitization entity, filed its 10-K for the fiscal year ended December 31, 2025, indicating no single obligor represents 10% or more of its pool assets and no external credit enhancement or derivative instruments are provided. The filing highlights 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 filed one day late on February 12, 2025. This specific noncompliance did not impact the asset-backed securities covered in this 10-K, nor did it affect timely investor distributions or servicer certificate delivery for the 2024-P4 transaction. 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 certificates, to ensure timely and accurate SEC filings for all future transactions within five business days of monthly distribution dates.

Why It Matters

This filing reveals operational weaknesses in Carvana's securitization arm, Carvana Auto Receivables Trust 2025-P1, specifically concerning regulatory compliance. While the identified late filing for a separate trust (2024-P4) didn't directly impact this trust's investors, it signals potential systemic issues in Carvana's back-office processes for its asset-backed securities. For investors, this raises questions about the reliability of Carvana's reporting and oversight, potentially increasing perceived risk in future securitization offerings. Competitively, consistent compliance failures could erode investor confidence, making Carvana's securitized products less attractive compared to those from more meticulously managed peers in the auto loan ABS market.

Risk Assessment

Risk Level: medium — The risk level is medium due to the disclosed 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. Although the issue was rectified on February 12, 2025, and did not affect the current trust's assets or investor distributions, it indicates a lapse in regulatory adherence that could recur without robust controls, despite the new policies implemented.

Analyst Insight

Investors should closely monitor Carvana's subsequent 10-D and 10-K filings for all its securitization trusts to verify the effectiveness of the newly implemented compliance procedures. While the issue was administrative and corrected, it warrants increased scrutiny of Carvana's operational rigor in its ABS program before making new investments.

Financial Highlights

debt To Equity

Not Disclosed

revenue

Not Disclosed

operating Margin

Not Disclosed

total Assets

Not Disclosed

total Debt

Not Disclosed

net Income

Not Disclosed

eps

Not Disclosed

gross Margin

Not Disclosed

cash Position

Not Disclosed

revenue Growth

Not Disclosed

Key Numbers

• December 31, 2025 — Fiscal year end date (Reporting period for the 10-K)
• February 11, 2025 — Date of filing discovery (When the Sponsor discovered the late filing for 2024-P4)
• February 12, 2025 — Date of late filing (When the Forms 10-D and ABS-EE for 2024-P4 were actually filed)
• 10% — Threshold for significant obligor (No single obligor represents 10% or more of the pool assets)
• 5 business days — New compliance timeline (Timeframe for completing procedural enhancements after monthly distribution date)

Key Players & Entities

• Carvana Auto Receivables Trust 2025-P1 (company) — Issuing entity for the 10-K filing
• Carvana, LLC (company) — Sponsor of the trust and responsible for the filing noncompliance
• Carvana Receivables Depositor LLC (company) — Depositor for the trust
• Bridgecrest Credit Company, LLC (company) — Servicer for the trust
• Computershare Trust Company, National Association (company) — Collateral Custodian and Indenture Trustee
• Mike McKeever (person) — President of Carvana Receivables Depositor LLC, signed the 10-K
• Carvana Auto Receivables Trust 2024-P4 (company) — Transaction affected by the late filing
• SEC (regulator) — Recipient of the 10-K filing and regulator of filing requirements
• Vervent Inc. (company) — Backup Servicer for the trust
• Clayton Fixed Income Services LLC (company) — Asset Representations Reviewer for the trust

FAQ

Risk Factors

• Untimely SEC Filings by Sponsor [medium — operational]: Carvana, LLC, the Sponsor, experienced a material instance of noncompliance due to the untimely filing of Forms 10-D and ABS-EE for the Carvana Auto Receivables Trust 2024-P4 transaction. These forms were due on February 11, 2025, but were filed one day late on February 12, 2025. While this specific instance did not impact the current transaction's securities or investor distributions, it highlights a procedural weakness.
• Compliance with Regulation AB Filing Requirements [medium — regulatory]: The timely and accurate filing of required reports, such as Forms 10-D and ABS-EE, is crucial for compliance with Regulation AB. The late filing by the Sponsor for a prior transaction indicates a potential risk of future noncompliance, which could lead to regulatory scrutiny or investor concerns.
• Absence of External Credit Enhancement [high — financial]: The securitization structure for Carvana Auto Receivables Trust 2025-P1 does not include any external credit enhancement or derivative instruments. This means that the Notes and Certificates are solely supported by the performance of the underlying pool of auto receivables, increasing the credit risk for investors.
• Concentration of Obligors [low — financial]: The filing explicitly states that no single obligor represents 10% or more of the pool assets. This indicates a diversified pool of borrowers, mitigating the risk associated with the default of any single individual borrower.

Industry Context

The auto finance industry, particularly within the securitization market, is highly sensitive to credit performance and regulatory compliance. Competition among originators and servicers is intense, driving efficiency and robust risk management. Recent trends emphasize the importance of transparent reporting and timely disclosures to maintain investor confidence, especially following periods of economic uncertainty or operational challenges.

Regulatory Implications

The material instance of noncompliance by the Sponsor regarding late filings for a prior transaction underscores the strict oversight applied to securitization markets under Regulation AB. Failure to adhere to filing deadlines can lead to increased scrutiny from regulators and potential penalties, impacting the reputation and market access of the involved parties.

What Investors Should Do

1. Monitor Sponsor's Compliance Procedures
2. Assess Credit Risk Without External Enhancement
3. Review Servicing Agreement Details

Key Dates

• 2025-03-17: Closing Date of Indenture — Marks the official establishment of the securitization trust and the issuance of notes, signifying the commencement of the transaction.
• 2025-02-11: Original Due Date for 2024-P4 Forms 10-D and ABS-EE — The date by which the Sponsor was required to file critical reports for a prior securitization transaction.
• 2025-02-12: Actual Filing Date for 2024-P4 Forms 10-D and ABS-EE — The date the Sponsor actually filed the delinquent reports, highlighting a one-day delay and triggering the need for procedural enhancements.
• 2025-12-31: Fiscal Year End Date — The reporting period covered by this 10-K filing.

Glossary

Regulation AB

A U.S. Securities and Exchange Commission (SEC) regulation that governs the registration, reporting, and disclosure requirements for asset-backed securities offerings. (This filing is made in accordance with Regulation AB, and specific items (like 1112(b), 1114(b)(2), 1115(b)) are cited, indicating compliance with its disclosure mandates.)

Issuing Entity

The special purpose entity (SPE) created to issue asset-backed securities, holding the pool of assets as collateral. (Carvana Auto Receivables Trust 2025-P1 is the Issuing Entity for this transaction.)

Sponsor

The entity that originates or purchases the assets to be securitized and initiates the securitization process. (Carvana, LLC is identified as the Sponsor, and its compliance with filing requirements is a key point in the filing.)

Pool Assets

The underlying assets, in this case, auto receivables (loans made to car buyers), that are transferred to the Issuing Entity and serve as collateral for the issued securities. (The characteristics and concentration of these assets are critical for assessing the risk of the securitization.)

External Credit Enhancement

Third-party guarantees or support mechanisms designed to reduce the credit risk of the asset-backed securities, such as insurance policies or letters of credit. (The absence of external credit enhancement for this transaction means investors bear the full credit risk of the underlying receivables.)

Derivative Instruments

Financial contracts whose value is derived from an underlying asset, index, or rate, used here to alter cash flow characteristics. (The absence of derivative instruments simplifies the transaction structure and removes associated counterparty risks.)

Indenture Trustee

A fiduciary appointed to represent the interests of the noteholders under the terms of the indenture agreement. (The Indenture Trustee plays a crucial role in overseeing the administration of the securitization and ensuring compliance with the indenture.)

Servicer

The entity responsible for managing the underlying assets, including collecting payments from borrowers, processing delinquencies, and distributing funds. (The Servicer's performance is critical to the cash flows supporting the securities.)

Year-Over-Year Comparison

This filing pertains to the Carvana Auto Receivables Trust 2025-P1, which appears to be a new securitization issuance, as indicated by the '2025' in its name and the March 17, 2025, Closing Date for the Indenture. Therefore, a direct comparison of key financial metrics like revenue, net income, or debt-to-equity ratios to a prior year's filing for this specific trust is not applicable. The primary focus of this report is on the structure, disclosures, and compliance aspects of the current transaction, including a notable operational compliance issue related to a prior transaction (2024-P4) by the Sponsor.

Filing Documents

• fy25form10-kcrvna2025xp1.htm (10-K) — 125KB
• fy25exhibit311-2025xp1.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_0b.jpg (GRAPHIC) — 499KB
• image_0c.jpg (GRAPHIC) — 10KB
• picture1.jpg (GRAPHIC) — 3KB
• picture12.jpg (GRAPHIC) — 3KB
• 0002037956-26-000014.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 2025-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 and the Indenture Trustee (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 such Form 1

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. 333-263473) filed with the Commission by the Depositor on March 11, 2022 (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 1 7 , 202 5 (the "Closing Date"), by and among the Issuing Entity, Carvana Auto Receivables Trust 202 5 -P 1 (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 19, 202 5 (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). 10.2 Receivables Transfer Agreement, dated as of the Closing Date, by and between the Depositor and the Issuing Entity (incorporated by reference to Exhibit 10.2 to the Closing 8-K). 10.3 Receivables Contribution Agreement, dated as of the Closing Date, by and between the Issuing Entity and the Grantor Trust (incorporated by reference to Exhibit 10.3 to the Closing 8-K). 10.4 Servicing Agreement, dated as of the Closing Date, by and among the Issuing Entity, the Grantor Trust, the Servicer, the Indenture Trustee and Vervent Inc. (the "Backup Servicer") (incorporated by reference to Exhibit 10.4 to the Closing 8-K). 10.5 Backup Servici

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