Carvana Form 144: Garcia Family to Sell 500k Shares Worth $173M

Q: How many Carvana (CVNA) shares are being offered in this Form 144 filing?

The filing covers 500,000 shares of Class A common stock.

Q: What is the estimated market value of the shares to be sold?

The aggregate market value stated is $172.96 million .

Q: Who is selling the shares in this Form 144?

The sellers are Ernest C. Garcia II and Elizabeth Joanne Garcia , acting jointly.

Q: When is the planned sale date for the 500,000 shares?

The approximate sale date listed is July 9, 2025 .

Q: How many Carvana shares have these sellers already disposed of in the last three months?

They have sold about 1,004,971 shares between 30 May 2025 and 8 July 2025.

Q: Which broker will execute the proposed sale?

The broker of record is J.P. Morgan Securities LLC .

[144] Carvana Co. SEC Filing

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

144

Rhea-AI Filing Summary

Carvana Co. (NYSE: CVNA) has received a Form 144 notice for a substantial secondary share sale. The filing shows that Ernest C. Garcia II and Elizabeth Joanne Garcia plan to dispose of 500,000 shares of the company鈥檚 Class A common stock through J.P. Morgan Securities LLC on or about 9 July 2025. The block is valued at $172.96 million based on the market price stated in the form and equals roughly 0.37 % of the 135,023,435 shares outstanding.

The Garcias acquired the shares on 27 April 2017 via a 鈥淐onversion 鈥� Exchange of Units鈥� transaction paid in cash. The filing also details an extensive history of recent sales: during the period from 30 May 2025 to 8 July 2025 they sold approximately 1,004,971 shares of Class A common stock in 18 separate transactions, generating gross proceeds of more than $340 million. When combined with the newly proposed sale, total planned and executed disposals reach roughly 1.5 million shares within a little over two months.

Key data

Shares to be sold: 500,000
Aggregate market value: $172.96 million
Broker: J.P. Morgan Securities LLC
Recent three-month sales: ~1.0 million shares
Outstanding shares: 135,023,435

This continued and sizeable selling activity by the named shareholders may influence market sentiment, particularly given the scale relative to daily trading volumes and the short time frame involved.

Carvana Co. (NYSE: CVNA)臧€ 雽€攴滊 2彀� 欤检嫕毵る弰毳� 鞙勴暅 Form 144 韱奠毳� 氚涭晿鞀惦媹雼�. 鞝滌稖霅� 靹滊鞐� 霐半ゴ氅� Ernest C. Garcia II鞕€ Elizabeth Joanne Garcia臧€ 2025雲� 7鞗� 9鞚缄步 J.P. Morgan Securities LLC毳� 韱淀暣須岇偓鞚� 韥措灅鞀� A 氤错喌欤� 500,000欤�毳� 觳橂秳頃� 瓿勴殟鞛呺媹雼�. 頃措嫻敫旊鞚� 臧€旃橂姅靹滊鞐� 氇呾嫓霅� 鞁滌灔臧€瓴� 旮办鞙茧 1鞏� 7,296毵� 雼煬鞚措┌, 鞚措姅鞝勳泊氚滍枆欤检嫕 135,023,435欤检潣鞎� 0.37%鞐� 頃措嫻頃╇媹雼�.

Garcia 攵€攵€電� 2017雲� 4鞗� 27鞚� 順勱笀鞙茧 歆€旮夒悳鈥滌爠頇� 鈥� 雼渼甑愴櫂鈥� 瓯半灅毳� 韱淀暣鞚� 欤检嫕鞚� 旆摑頄堨姷雼堧嫟. 靹滊鞐愲姅斓滉芳毵る弰雮挫棴霃� 靸侅劯頌� 雮橃檧鞛堧姅雿�, 2025雲� 5鞗� 30鞚茧秬韯� 7鞗� 8鞚缄箤歆€ 18瓯挫潣氤勲弰瓯半灅鞐愳劀鞎� 1,004,971欤�鞚� 韥措灅鞀� A 氤错喌欤茧ゼ毵る弰頃橃棳齑� 3鞏� 4觳滊 雼煬鞚挫儊鞚� 毵れ稖鞚� 鞓牳鞀惦媹雼�. 鞚措矆鞁犼窚毵る弰瓿勴殟瓿� 頃╈箻氅�, 鞎� 2臧滌洈臁瓣笀雱橂姅旮瓣皠雮挫棎齑� 150毵� 欤� 臧€霟夓潣毵る弰瓿勴殟氚� 鞁ろ枆鞚� 鞚措（鞏挫 靺堨瀰雼堧嫟.

欤检殧雿办澊韯�

毵る弰鞓堨爼欤检嫕靾�: 500,000欤�
齑� 鞁滌灔臧€旃�: 1鞏� 7,296毵� 雼煬
欷戧皽靷�: J.P. Morgan Securities LLC
斓滉芳 3臧滌洈毵る弰霟�: 鞎� 100毵� 欤�
氚滍枆欤检嫕靾�: 135,023,435欤�

歆€氇呺悳欤检＜霌れ潣鞚挫檧臧欖潃歆€靻嶌爜鞚搓碃雽€攴滊 毵る弰頇滊彊鞚€ 韸鬼瀳鞚检澕瓯半灅霟� 雽€牍� 攴滊鞕€ 歆ъ潃旮瓣皠鞚� 瓿犽牑頃� 霑� 鞁滌灔鞁Μ鞐� 鞓來枼鞚� 氙胳範靾� 鞛堨姷雼堧嫟.

Positive

None.

Negative

Additional 500,000-share sale worth $172.96 million adds supply overhang shortly after roughly 1 million shares were sold in the prior three months.
Continued large disposals by the same shareholders may signal reduced confidence or commitment, potentially pressuring CVNA鈥檚 share price.

Insights

TL;DR: Large Form 144 signals another 500k-share sale after 1 M shares already sold鈥攑ressure on supply, modestly negative for CVNA.

The filing discloses a planned $173 million block sale representing 0.37 % of shares outstanding. While the percentage of float is not massive, the same sellers have already unloaded roughly 1 million shares since late May, pointing to continued liquidation. Such sequential disposals typically weigh on short-term price momentum by expanding effective free float and creating an overhang. No information is provided regarding use of proceeds or insider intent, so investors can only interpret the action as portfolio rebalancing or profit-taking. In aggregate, roughly 1.5 million shares have hit or will soon hit the market鈥攎eaningful given Carvana鈥檚 limited public float post-recapitalisation. I consider the news modestly negative for near-term trading dynamics.

TL;DR: Repeated large sales by the same parties raise governance and signaling questions鈥攊nvestors may view the pattern unfavorably.

The Garcias鈥� filing follows at least 18 sales in the prior three months. Rule 144 requires disclosure when affiliates or large shareholders offload restricted stock, and the data show a consistent, high-volume selling plan. While the sellers certify they possess no undisclosed adverse information, the scale and cadence can be interpreted as diminished long-term alignment with minority shareholders. Absent accompanying corporate disclosures explaining strategic rationale, governance observers often flag such activity as a potential red flag. Effect on voting power is likely limited, but the optics and possible signaling effects are negative.

欤检殧雿办澊韯�

毵る弰鞓堨爼欤检嫕靾�: 500,000欤�
齑� 鞁滌灔臧€旃�: 1鞏� 7,296毵� 雼煬
欷戧皽靷�: J.P. Morgan Securities LLC
斓滉芳 3臧滌洈毵る弰霟�: 鞎� 100毵� 欤�
氚滍枆欤检嫕靾�: 135,023,435欤�

07/09/2025 - 07:44 PM

144: Filer Information

Filer CIK

Filer CCC

Is this a LIVE or TEST Filing?

LIVE TEST

Submission Contact Information

Name

Phone

E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold

Name and Address of the Broker

Number of Shares or Other Units To Be Sold

Aggregate Market Value

Number of Shares or Other Units Outstanding

Approximate Date of Sale

Name the Securities Exchange

Class A Common Stock

J.P. Morgan Securities LLC
390 Madison Avenue, 6th Floor
New York NY 10017

500000

172960000

135023435

07/09/2025

NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class

Date you Acquired

Nature of Acquisition Transaction

Name of Person from Whom Acquired

Is this a Gift?

Date Donor Acquired

Amount of Securities Acquired

Date of Payment

Nature of Payment *

Class A Common Stock

04/27/2017

Conversion - Exchange of Units

See Nature of Acquisition

500000

04/27/2017

Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller

Title of Securities Sold

Date of Sale

Amount of Securities Sold

Gross Proceeds