SEC Form 3
FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 04/27/2017 | 3. Issuer Name and Ticker or Trading Symbol CARVANA CO. [ CVNA ] | |||||||||||||
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Class B Units | (1) | (1) | Class A Common Stock | (1)(5) | 4.88(1) | D | |
Class B Units | (2) | (2) | Class A Common Stock | (2)(5) | 4.88(2) | D | |
Class B Units | (3) | (3) | Class A Common Stock | (3)(5) | 5.81(4) | D | |
Class B Units | (4) | (4) | Class A Common Stock | (4)(5) | 15(5) | D |
Explanation of Responses: |
1. Mr. Breaux was granted 250,000 Class B common units ("Class B Units") of Carvana Group, LLC ("Carvana Group") on December 30, 2015 with a participation threshold of $4.88; 50,000 vested on August 3, 2016 and 4,167 vest on the first of each month beginning September 1, 2016. |
2. Mr. Breaux was granted the 12,500 Class B Units on January 29, 2016 with a participation threshold of $4.88; 2,500 vested on August 3, 2016 and 208 vest on the first of each month thereafter. |
3. Mr. Breaux was granted the 25,000 Class B Units on September 23, 2016 with a participation threshold of $5.81; 5,000 will vest on August 9, 2017 and 416 vest on the first of each month thereafter. |
4. Mr. Breaux was granted the 50,000 Class B Units on April 27, 2017 with a participation threshold of $15.00; 10,000 will vest on February 1, 2018 and 833 will vest on the first of each month thereafter. |
5. Pursuant to the Exchange Agreement, dated April 27, 2017, by and among the Issuer, Carvana Co. Sub LLC, Carvana Group and the members of Carvana Group, Class B Units are exchangeable for a number of shares of the Issuer's Class A Common Stock equal to the Class A Common Stock share value less the applicable participation threshold multiplied by 0.8 times the number of Class B Units being exchanged, divided by the Class A Common Stock share value. |
Remarks: |
VP, General Counsel and Secretary Exhibit List: Exhibit 24 - Power of Attorney |
/s/ Paul Breaux | 04/27/2017 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |