CVNA · Garcia sells 10M covered calls

Ernest C. Garcia II, Carvana's founder and controlling stockholder, filed Amendment No. 40 to his Schedule 13D, reporting that his wholly owned entity ECG II SPE II, LLC sold covered call options on 10,000,000 Carvana shares (strike $90, expiring November 2027) to Citibank. Garcia's beneficial ownership remains unchanged at 212,211,585 shares (22.7% on an as-converted basis). The covered call transaction generates option premium income for Garcia but caps upside on those shares above $90 and introduces counterparty risk via a pledge of 12,500,000 Class A Units and 10,000,000 Class B shares as collateral.

• Ernest C. Garcia II beneficially owns 212,211,585 Carvana shares (22.7% on an as-converted basis), unchanged from prior filing.
• On October 30, 2026, ECG II SPE II, LLC sold to Citibank covered call options on 10,000,000 Carvana Class A shares at a strike price of $90.00 per share, exercisable only on November 19, 2027.
• The call option is European-style, physically settled only, and is collateralized by a pledge of 12,500,000 Class A Units and 10,000,000 Class B shares.
• Garcia retains voting and dispositive power over the pledged securities during the option term, subject to Citibank's rights upon default.