CARVANA CO

Rule 10b5-1 Trading Plan Elections

On May 9, 2024, Ira Platt, a member of the Company's board of directors, entered into a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a "10b5-1 Plan"). Mr. Platt's 10b5-1 Plan provides for the potential sale of up to 25,180 shares of Class A common stock between the first potential sale date on August 8, 2024 and the expiration of the 10b5-1 Plan on December 31, 2025.

On May 6, 2024, Gregory Sullivan, a member of the Company's board of directors, terminated his previously adopted 10b5-1 Plan. Mr. Sullivan's 10b5-1 Plan was entered into on March 14, 2024, was set to expire on May 31, 2025, and provided for the potential sale of up to 5,000 shares of Class A common stock.

On June 24, 2024, Tom Taira, the Company's President of Special Products, terminated his previously adopted 10b5-1 Plan. Mr. Taira's 10b5-1 Plan was entered into on March 15, 2024, was set to expire on December 31, 2025, and provided for the potential sale of up to 133,556 shares of Class A common stock, including shares obtained from the exercise of vested stock options covered by the 10b5-1 Plan.

Amended and Restated Distribution Agreement

As previously reported, on July 19, 2023, the Company entered into an agreement with Citigroup Global Markets Inc. and Moelis & Company LLC (the Original Distribution Agreement”), relating to the issuance and sale, from time to time, through ATM offerings, of the Company’s Class A common stock. On July 31, 2024, the Company entered into an Amended and Restated Distribution Agreement (the "A&R Distribution Agreement") with Barclays Capital Inc., Citigroup Global Markets Inc., Moelis & Company LLC, and Virtu Americas LLC to refresh its ATM program. In connection therewith, the Company intends to file an amendment to its Prospectus Supplement to register shares of Class A common stock representing an aggregate offering price of up to $1.0 billion.

The foregoing description of the A&R Distribution Agreement is not complete and is qualified in its entirety by reference to the A&R Distribution Agreement, a copy of which is attached to this Quarterly Report on Form 10-Q as Exhibit 10.1 and incorporated by reference in this Item 5.