CARVANA CO.
For the period ended Jun 30, 2025. Filed Jul 30, 2025.
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Jun 30, 2025 · Filed Jul 30, 2025
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Item 5. OTHER INFORMATION
Rule 10b5-1 Trading Plan Elections
On May 28, 2025, Stephen Palmer, the Company's Vice President, Accounting and Finance, 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. Palmer's 10b5-1 Plan provides for the potential sale of up to 15,000 shares of Class A common stock between the first potential sale date of September 1, 2025 and the expiration of the 10b5-1 Plan on November 30, 2026.
On May 30, 2025, Michael Maroone, amember of the Company's board of directors, entered into a 10b5-1 Plan providing for the potential sale of up to 30,928 shares of Class A common stock obtained from the exercise of vested stock options between the first potential sale date on August 29, 2025 and the expiration of the 10b5-1 Plan on February 27, 2026.
On June 2, 2025, after completion of all sales under his previous trading plan and its resulting natural expiration, Ira Platt, amember of the Company's board of directors, entered into a 10b5-1 Plan providing for the potential sale of up to 14,000 shares of Class A common stock, between the first potential sale date on September 10, 2025 and the expiration of the 10b5-1 Plan on December 31, 2026.
On June 10, 2025, Paul Breaux, the Company's Vice President, General Counsel, Secretary, and Chief Compliance Officer modified a previously adopted 10b5-1 Plan. The previously adopted 10b5-1 Plan was entered into on June 9, 2023, was set to expire on December 31, 2025, and provided for the potential sale of up to 445,000 shares of Class A common stock, including shares obtained from the exercise of vested stock options and the conversion of Carvana Group's Class B Units into shares of the Company's Class A common stock. Mr. Breaux's modified 10b5-1 Plan provides for the potential sale of up to 110,000 shares of Class A common stock, including shares obtained from the exercise of vested stock options, between the first potential sale date on September 9, 2025 and the expiration of the 10b5-1 Plan on December 31, 2027.
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