Reported relationships
Latest disclosed role at each company.
No relationships currently tracked through insider filings.
Disclosed balances
About these balances
Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.
No balances currently tracked through insider filings.
Past disclosures · reporting ended (1)
No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.
CARVANA CO.
Report date December 03, 2021 · Filed December 06, 2021
Jointly reported with CVAN Holdings LLC, Delaware Life Holdings Parent, LLC, Delaware Life Holdings Parent II, LLC, Delaware Life Holdings Manager, LLC
Section 16 reporting ended · disclosed 2021-12-06. Current position is not established by this disclosure.
| Security / award | Ownership account | Disclosed shares / units | Disclosure context |
|---|---|---|---|
| Class B Common StockSEC Table I · non-derivative | Direct | 8,495,376 |
Reported balance
After 2021-12-03 transaction · row 1
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 1 · 2021-12-03 · Conversion · Disposed 4,300,000 · Balance 8,495,376 F1: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of shares of Class A Common Stock being received in the exchange. F3: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. |
| Class A Common StockSEC Table I · non-derivative | Direct | 5,150,000 |
Reported balance
After 2021-12-03 transaction · row 2
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 2 · 2021-12-03 · Conversion · Acquired 4,300,000 · Balance 5,150,000 F1: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). |
| Class A Common StockSEC Table I · non-derivative | Direct | 850,000 |
Reported balance
After 2021-12-03 transaction · row 3
Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source rowRow 3 · 2021-12-03 · Other · Disposed 4,300,000 · Balance 850,000 F5: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. |
| Class A Common UnitsSEC Table II · derivative / convertible security · Conversion / exercise price $0.00 | Direct | 10,619,220 |
Reported balance
After 2021-12-03 transaction · row 4
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 4 · 2021-12-03 · Conversion · Disposed 5,375,000 · Balance 10,619,220 F1: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of shares of Class A Common Stock being received in the exchange. F4: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Carvana Co. Sub LLC's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F3: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. |
| Forward Sale Contract (obligation to sell)SEC Table II · derivative / convertible security | Direct | 0 |
Reported balance
After 2021-12-03 transaction · row 5
Instrument identity requires review; Table II rows are not merged.
1 source rowRow 5 · 2021-12-03 · Other · Disposed 4,300,000 · Balance 0 F5: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. |
Filing footnotes · ownership attribution and instrument terms
F1: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement").
F2: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of shares of Class A Common Stock being received in the exchange.
F3: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN.
F4: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Carvana Co. Sub LLC's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date.
F5: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock.
Transaction history
JSON APIPurchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”
The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.
| Transaction date | Company | Activity / security | Shares / units | Reported price | Reported value | Details |
|---|---|---|---|---|---|---|
| December 03, 2021 Filed Dec 6, 2021 19:54 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 4,300,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-047008 · doc4.xml · derivative · entry 5 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 0 Underlying: Class A Common Stock · 4,300,000 shares Expires not disclosed F5 · derivative.exercise_price: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. F5 · price: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. F5 · derivative.exercise_date: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. F5 · derivative.expiration_date: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. Read SEC document |
| December 03, 2021 Filed Dec 6, 2021 19:54 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass A Common Units · Derivative | 5,375,000 | $0.00 Strike: $0.00 | $0.00 |
DisclosureSEC source: 0000899243-21-047008 · doc4.xml · derivative · entry 4 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 10,619,220 Underlying: Class A Common Stock · 4,300,000 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of shares of Class A Common Stock being received in the exchange. F4 · derivative.exercise_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Carvana Co. Sub LLC's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F4 · derivative.expiration_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Carvana Co. Sub LLC's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F1 · balance_after: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F4 · balance_after: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Carvana Co. Sub LLC's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. Read SEC document |
| December 03, 2021 Filed Dec 6, 2021 19:54 UTC | CARVANA CO. CVNA · Entity 2331 | OtherClass A Common Stock | 4,300,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-21-047008 · doc4.xml · nonDerivative · entry 3 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 850,000 F5 · kind: On June 14, 2019, CVAN entered into a prepaid variable forward sale contract (as amended on September 30, 2021, the "VPF) with an unaffiliated third party (the "Counterparty"), the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. On December 3, 2021, CVAN and the Counterparty terminated the VPF. Pursuant to the terms of the termination, CVAN will pay to the Counterparty $1,800,000 and deliver 4,300,000 shares of Class A Common Stock. In order to satisfy its obligation to deliver 4,300,000 shares of Class A Comon Stock under the terms of the termination, CVAN has exchanged 5,375,000 Class A Units and 4,3000,000 shares of Class B Common Stock, that were previously pledged to the Counterparty under the terms of the prepaid variable forward sale contract, into 5,375,000 shares of Class A Common Stock. Read SEC document |
| December 03, 2021 Filed Dec 6, 2021 19:54 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass A Common Stock | 4,300,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-21-047008 · doc4.xml · nonDerivative · entry 2 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 5,150,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). Read SEC document |
| December 03, 2021 Filed Dec 6, 2021 19:54 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass B Common Stock | 4,300,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-21-047008 · doc4.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 8,495,376 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · balance_after: On December 3, 2021, CVAN Holdings, LLC ("CVAN") exchanged 5,375,000 Class A common units of Carvana Group, LLC ("Class A Units") and 4,300,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 4,300,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · balance_after: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of shares of Class A Common Stock being received in the exchange. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| May 24, 2021 Filed May 26, 2021 19:29 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 2,000,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-020779 · doc4.xml · derivative · entry 4 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 2,000,000 Underlying: Class A Common Stock · 2,000,000 shares Expires not disclosed F1 · derivative.exercise_price: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F11 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $250.00, CVAN will deliver for that component no Class A Shares; and (b) if the Settlement Price for any component is greater than $250.00, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 200,000, multiplied by (B) a fraction the numerator of which is the Settlement Price minus $250.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · kind: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F11 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $250.00, CVAN will deliver for that component no Class A Shares; and (b) if the Settlement Price for any component is greater than $250.00, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 200,000, multiplied by (B) a fraction the numerator of which is the Settlement Price minus $250.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F11 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $250.00, CVAN will deliver for that component no Class A Shares; and (b) if the Settlement Price for any component is greater than $250.00, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 200,000, multiplied by (B) a fraction the numerator of which is the Settlement Price minus $250.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F12 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| May 24, 2021 Filed May 26, 2021 19:29 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,166,666 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-020779 · doc4.xml · derivative · entry 3 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,166,666 Underlying: Class A Common Stock · 1,166,666 shares Expires not disclosed F1 · derivative.exercise_price: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; and (b) if the Settlement Price for any component is less than or equal to $284.00, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $284.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by (B) a fraction the numerator of which is $180.0091, F10 · derivative.exercise_price: (continued from footnote 9) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $284.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · kind: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; and (b) if the Settlement Price for any component is less than or equal to $284.00, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $284.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by (B) a fraction the numerator of which is $180.0091, F10 · kind: (continued from footnote 9) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $284.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; and (b) if the Settlement Price for any component is less than or equal to $284.00, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $284.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by (B) a fraction the numerator of which is $180.0091, F10 · price: (continued from footnote 9) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $284.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F12 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| May 24, 2021 Filed May 26, 2021 19:29 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,166,667 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-020779 · doc4.xml · derivative · entry 2 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,166,667 Underlying: Class A Common Stock · 1,166,667 shares Expires not disclosed F1 · derivative.exercise_price: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $273.00, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $273.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by F8 · derivative.exercise_price: (continued from footnote 7) (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $273.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · kind: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $273.00, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $273.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by F8 · kind: (continued from footnote 7) (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $273.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 100,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $273.00, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 100,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $273.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 100,000, multiplied by F8 · price: (continued from footnote 7) (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $273.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F12 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| May 24, 2021 Filed May 26, 2021 19:29 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,166,667 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-21-020779 · doc4.xml · derivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,166,667 Underlying: Class A Common Stock · 1,166,667 shares Expires not disclosed F1 · derivative.exercise_price: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 150,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $261.00, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 150,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $261.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 150,000, multiplied by F6 · derivative.exercise_price: (continued from footnote 5) (B) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $261.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On May 17, 2021, CVAN Holdings, LLC ("CVAN") amended three existing supplemental confirmations and entered into a fourth supplemental confirmation under its master prepaid variable forward sale contract with an unaffiliated third party. The effectiveness such amendment and additional confirmations were conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on May 24, 2021. F2 · kind: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 150,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $261.00, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 150,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $261.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 150,000, multiplied by F6 · kind: (continued from footnote 5) (B) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $261.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 150,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $261.00, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 150,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $261.00, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 150,000, multiplied by F6 · price: (continued from footnote 5) (B) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 116,666 or 116,667 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $261.00, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise four transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,500,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received an aggregate of received a cash payment of $643,905,910.80 in the aggregate. CVAN has pledged an aggregate of 6,875,000 Class A units of Carvana Group, LLC and 5,500,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,500,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 10 individual components (each consisting of up to 200,000 Class A Shares) over the 10 trading days up to, and including, December 23, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F12 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| December 11, 2020 Filed Feb 11, 2021 21:51 UTC | CARVANA CO. CVNA · Entity 2331 | GiftClass A common stock | 50,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-21-006178 · doc5.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 850,000 Read SEC document |
| October 22, 2020 Filed Oct 23, 2020 21:40 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,666,666 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-029212 · doc4.xml · derivative · entry 3 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,666,666 Underlying: Class A Common Stock · 1,666,666 shares Expires not disclosed F1 · derivative.exercise_price: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F10 · derivative.exercise_price: (continued from footnote 9) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · kind: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F10 · kind: (continued from footnote 9) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F10 · price: (continued from footnote 9) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F9 · balance_after: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $180.0091, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F10 · balance_after: (continued from footnote 9) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $180.0091, and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F11 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| October 22, 2020 Filed Oct 23, 2020 21:40 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,666,667 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-029212 · doc4.xml · derivative · entry 2 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,666,667 Underlying: Class A Common Stock · 1,666,667 shares Expires not disclosed F1 · derivative.exercise_price: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F8 · derivative.exercise_price: (continued from footnote 7) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A)83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · kind: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F8 · kind: (continued from footnote 7) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A)83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F8 · price: (continued from footnote 7) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A)83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F7 · balance_after: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $167.8166, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $167.8166, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, F8 · balance_after: (continued from footnote 7) CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $167.8166, and the denominator of which is the Settlement Price, plus (ii) the product of (A)83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F11 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| October 22, 2020 Filed Oct 23, 2020 21:40 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 1,666,667 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-20-029212 · doc4.xml · derivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,666,667 Underlying: Class A Common Stock · 1,666,667 shares Expires not disclosed F1 · derivative.exercise_price: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · derivative.exercise_price: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_price: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · derivative.exercise_price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $152.5486, F6 · derivative.exercise_price: (continued from footnote 5) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F1 · kind: On September 15, 2020, CVAN Holdings, LLC ("CVAN") entered into a master prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent, including the execution of supplemental confirmations evidencing three transactions thereunder. The conditions precedent were satisfied, and the parties' obligations became fixed, on October 22, 2020. F2 · kind: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · kind: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · kind: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · kind: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $152.5486, F6 · kind: (continued from footnote 5) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F4 · price: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · price: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $152.5486, F6 · price: (continued from footnote 5) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.exercise_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.exercise_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F2 · derivative.expiration_date: The master contract and supplemental confirmations comprise three transactions which obligate CVAN to deliver to the counterparty an aggregate of up to 5,000,000 shares of the Issuer's Class A common stock ("Class A Shares"), or at CVAN's election, an equivalent amount of cash, on the date that is one settlement cycle from the first trading day following the final day of the Valuation Period (as defined below) for each transaction. In exchange for assuming these obligations, CVAN received a cash payment of $631,305,910.80 in the aggregate. CVAN has pledged an aggregate of 6,250,000 Class A units of Carvana Group, LLC and 5,000,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract and the transactions. F3 · derivative.expiration_date: (continued from footnote 2) CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the master contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. The Pledged Securities are exchangeable for 5,000,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to settlement, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the transactions) and will, at all times, maintain the ability to cover its delivery obligations under the master contract and transactions. F4 · derivative.expiration_date: Each transaction will be divided into 20 individual components (each consisting of up to 83,333 or 83,334 Class A Shares) over the 20 trading days up to, and including, June 14, 2021 (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price per-Class A Share for each trading day during the Valuation Period (the "Settlement Price"). F5 · balance_after: The number of Class A Shares to be delivered to the counterparty at settlement with respect to each component of the transaction will be determined as follows: (a) if the Settlement Price for any component is less than or equal to $152.5486, CVAN will deliver for that component 75,000 Class A Shares; (b) if the Settlement Price for any component is less than or equal to $244.0909, but greater than $152.5486, CVAN will deliver for that component a number of Class A Shares equal to the product of (i) 75,000, multiplied by (ii) a fraction the numerator of which is $152.5486, and the denominator of which is the Settlement Price; and (c) if the Settlement Price for any component is greater than $244.0909, CVAN will deliver for that component a number of shares equal to the sum of (i) the product of (A) 75,000, multiplied by (B) a fraction the numerator of which is $152.5486, F6 · balance_after: (continued from footnote 5) and the denominator of which is the Settlement Price, plus (ii) the product of (A) 83,333 or 83,334 (as applicable), multiplied by (B) a fraction the numerator of which is the Settlement Price minus $244.0909, and the denominator of which is the Settlement Price, in each case rounded up to the nearest whole share. F11 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| April 01, 2020 Filed Apr 3, 2020 18:16 UTC | CARVANA CO. CVNA · Entity 2331 | PurchaseClass A Common Stock | 400,000 | $45.00 | $18,000,000.00 |
DisclosureSEC source: 0000899243-20-010238 · doc4.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 900,000 F1 · kind: CVAN Holdings, LLC ("CVAN") purchased the shares from the Issuer in a direct registered offering pursuant to an Investment Agreement, dated as of March 28, 2020. F1 · shares: CVAN Holdings, LLC ("CVAN") purchased the shares from the Issuer in a direct registered offering pursuant to an Investment Agreement, dated as of March 28, 2020. F2 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F2 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| July 24, 2019 Filed Jul 26, 2019 18:07 UTC | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 4,300,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-020473 · doc4.xml · derivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 4,300,000 Underlying: Class A Common Stock · 4,300,000 shares Expires not disclosed F1 · derivative.exercise_price: On June 14, 2019, CVAN Holdings, LLC ("CVAN") entered into a prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on July 24, 2019. F2 · derivative.exercise_price: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.exercise_price: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F4 · derivative.exercise_price: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · derivative.exercise_price: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F1 · kind: On June 14, 2019, CVAN Holdings, LLC ("CVAN") entered into a prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on July 24, 2019. F2 · kind: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · kind: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F4 · kind: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · kind: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F4 · price: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · price: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.exercise_date: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F2 · derivative.expiration_date: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.expiration_date: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F6 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F6 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| July 24, 2019 Filed Jul 29, 2019 20:57 UTC Amendment | CARVANA CO. CVNA · Entity 2331 | OtherForward Sale Contract (obligation to sell) · Derivative | 4,300,000 | Not disclosed | Not disclosed |
DisclosureSEC source: 0000899243-19-020544 · doc4a.xml · derivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 4,300,000 Underlying: Class A Common Stock · 4,300,000 shares Expires not disclosed F1 · derivative.exercise_price: On June 14, 2019, CVAN Holdings, LLC ("CVAN") entered into a prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on July 24, 2019. F2 · derivative.exercise_price: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.exercise_price: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F4 · derivative.exercise_price: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · derivative.exercise_price: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F1 · kind: On June 14, 2019, CVAN Holdings, LLC ("CVAN") entered into a prepaid variable forward sale contract with an unaffiliated third party, the effectiveness of which was conditioned upon the satisfaction of certain conditions precedent. The conditions precedent were satisfied, and the parties' obligations became fixed, on July 24, 2019. F2 · kind: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · kind: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F4 · kind: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · kind: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F4 · price: The transaction will be divided into 20 individual components (each comprising 215,000 Class A Shares) over the 20 trading days up to, and including, the maturity date (the "Valuation Period"). The number of Class A Shares to be delivered to the counterparty with respect to each component at settlement will be based on the volume weighted average closing price of the Class A Shares for each trading day during the Valuation Period (the "Settlement Price") as follows: (A) if the Settlement Price for any component is less than $53.6576, CVAN will deliver for that component 215,000 Class A Shares; (B) if the Settlement Price for any component is less than $73.8582, but equal to or greater than $53.6576, CVAN will deliver for that component a number of Class A Shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by the Settlement Price; and F5 · price: (continued from Footnote 4) (C) if the Settlement Price for any component is equal to or greater than $73.8582, CVAN will deliver for that component a number of shares equal to (i) 215,000, multiplied by (ii) a ratio equal to $53.6576 divided by $73.8582, in each case rounded up to the nearest whole share. F2 · derivative.exercise_date: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.exercise_date: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F2 · derivative.expiration_date: The contract obligates CVAN to deliver to the counterparty up to 4,300,000 shares of the Issuer's Class A common stock ("Class A Shares") (or at CVAN's election, an equivalent amount of cash) on the maturity date (the nineteenth scheduled trading day following July 11, 2022). In exchange for assuming this obligation, CVAN received a cash payment of $230,727,680. CVAN has pledged 5,375,000 Class A units of Carvana Group, LLC and 4,300,000 shares of Class B common stock of the Issuer (the "Pledged Securities") to secure its obligations under the contract. CVAN retained voting and certain dividend rights in the Pledged Shares during the term of the contract but is required to make cash payments upon the occurrence of certain dividends declared prior to the maturity date. F3 · derivative.expiration_date: (continued from Footnote 2) The Pledged Securities are exchangeable for 4,300,000 Class A Shares at any time pursuant to an Exchange Agreement, dated as of April 27, 2017, between the Issuer and CVAN. The Issuer has agreed to physically settle any exchange request received with respect to the Pledged Shares. Prior to the maturity date, CVAN will not be permitted to exchange, transfer or otherwise dispose of the Pledged Securities (other than in connection with the settlement of the contract) and will, at all times, maintain the ability to cover its delivery obligations under the contract. F6 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F6 · ownership.direct: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F7 · ownership.direct: The original Form 4, filed on July 26, 2019, is being amended to correct clerical errors in the address and signature information for the reporting persons. Read SEC document |
| April 30, 2018 Filed May 2, 2018 18:05 UTC | CARVANA CO. CVNA · Entity 2331 | SaleClass A Common Stock | 500,000 | $26.26 | $13,131,250.00 |
DisclosureSEC source: 0000899243-18-011135 · doc4.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 500,000 F1 · kind: On April 30, 2018, CVAN Holdings, LLC ("CVAN") sold 500,000 shares of Class A common stock, par value $0.001 per share, of the Issuer ("Class A Common Stock") pursuant to an underwriting agreement, dated as of April 25, 2018, by and among the Issuer, Carvana Group, LLC, CVAN and each of the other selling stockholders of the Issuer named therein (the "Selling Stockholders"), and Wells Fargo Securities, LLC and Citigroup Global Markets Inc., as representatives for the each of the underwriters named therein, in connection with a follow-on public offering by the Issuer and the Selling Stockholders. F1 · shares: On April 30, 2018, CVAN Holdings, LLC ("CVAN") sold 500,000 shares of Class A common stock, par value $0.001 per share, of the Issuer ("Class A Common Stock") pursuant to an underwriting agreement, dated as of April 25, 2018, by and among the Issuer, Carvana Group, LLC, CVAN and each of the other selling stockholders of the Issuer named therein (the "Selling Stockholders"), and Wells Fargo Securities, LLC and Citigroup Global Markets Inc., as representatives for the each of the underwriters named therein, in connection with a follow-on public offering by the Issuer and the Selling Stockholders. F2 · price: This amount represents the $27.50 public offering price per share of Class A Common Stock less underwriting discounts and commissions. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary of Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| February 28, 2018 Filed Mar 2, 2018 21:45 UTC Amendment | CARVANA CO. CVNA · Entity 2331 | ConversionClass A Common Units · Derivative | 1,250,000 | $0.00 Strike: $0.00 | $0.00 |
DisclosureSEC source: 0000899243-18-006269 · doc4a.xml · derivative · entry 2 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 15,994,220 Underlying: Class A Common Stock · 1,000,000 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being issued in connection with any exchange. F4 · derivative.exercise_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F4 · derivative.expiration_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F1 · derivative.underlying_shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · derivative.underlying_shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being issued in connection with any exchange. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F4 · balance_after: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F6 · balance_after: The Form 4 filed by the reporting persons on March 2, 2018 inadvertently stated the number of shares of Class A Common Stock for which the Class A Units held by CVAN are exchangeable in Column 9 of Table II and understated such number by 250,000 shares. This amendment is being filed to reflect the number of Class A Units held by CVAN following the exchange in Column 9 of Table II. The Class A Units are exchangeable for shares of Class A Common Stock as described above. Read SEC document |
| February 28, 2018 Filed Mar 2, 2018 21:45 UTC Amendment | CARVANA CO. CVNA · Entity 2331 | ConversionClass B Common Stock | 1,000,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-18-006269 · doc4a.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 12,795,376 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being issued in connection with any exchange. F5 · shares: The Form 4 filed by the reporting persons on March 2, 2018 inadvertently overstated the number of shares of Class B Common Stock surrendered to the Issuer by CVAN in connection with the exchange by 250,000 shares in Column 4 of Table I, which in turn resulted in an inadvertent understatement in the number of shares of Class B Common Stock held by CVAN following the exchange by 250,000 shares in Column 5 of Table I. This amendment is being filed to correct the number of shares reported in Column 4 and Column 5 of Table I. F1 · balance_after: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,000,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · balance_after: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being issued in connection with any exchange. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F5 · balance_after: The Form 4 filed by the reporting persons on March 2, 2018 inadvertently overstated the number of shares of Class B Common Stock surrendered to the Issuer by CVAN in connection with the exchange by 250,000 shares in Column 4 of Table I, which in turn resulted in an inadvertent understatement in the number of shares of Class B Common Stock held by CVAN following the exchange by 250,000 shares in Column 5 of Table I. This amendment is being filed to correct the number of shares reported in Column 4 and Column 5 of Table I. Read SEC document |
| February 28, 2018 Filed Mar 2, 2018 16:02 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass A Common Units · Derivative | 1,250,000 | $0.00 Strike: $0.00 | $0.00 |
DisclosureSEC source: 0000899243-18-006087 · doc4.xml · derivative · entry 3 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 12,545,376 Underlying: Class A Common Stock · 1,000,000 shares Expires not disclosed Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F4 · derivative.exercise_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F4 · derivative.expiration_date: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. F1 · derivative.underlying_shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · derivative.underlying_shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. F4 · balance_after: The Class A Units are exchangeable for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. The Class A Units have no expiration date. Read SEC document |
| February 28, 2018 Filed Mar 2, 2018 16:02 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass A Common Stock | 1,000,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-18-006087 · doc4.xml · nonDerivative · entry 2 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 1,000,000 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F1 · balance_after: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · balance_after: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
| February 28, 2018 Filed Mar 2, 2018 16:02 UTC | CARVANA CO. CVNA · Entity 2331 | ConversionClass B Common Stock | 1,250,000 | $0.00 | $0.00 |
DisclosureSEC source: 0000899243-18-006087 · doc4.xml · nonDerivative · entry 1 CVAN Holdings LLC · CIK 0001705079 · 10% owner Delaware Life Holdings Parent, LLC · CIK 0001705178 · 10% owner Delaware Life Holdings Parent II, LLC · CIK 0001705179 · 10% owner Delaware Life Holdings Manager, LLC · CIK 0001705180 · 10% owner Walter Mark · CIK 0001705117 · 10% owner Joint disclosure: these amounts are not allocated separately to each reporting owner. 10b5-1 filing: Not disclosed Ownership: Direct Disclosed balance after: 12,545,376 Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event. F1 · kind: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F1 · shares: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · shares: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F1 · balance_after: On February 28, 2018, CVAN Holdings, LLC ("CVAN") exchanged 1,250,000 Class A common units of Carvana Group, LLC ("Class A Units") and 1,250,000 shares of Class B common stock, par value $0.001 per share, of the Issuer (the "Class B Common Stock") for 1,000,000 shares of Class A common stock, par value $0.001 per share, of the Issuer (the "Class A Common Stock") pursuant to an exchange agreement entered into by and among the Issuer, CVAN and certain other holders of Class A Units immediately prior to the effectiveness of the Registration Statement on Form S-1 (File No. 333-217085) relating to the Issuer's initial public offering (the "Exchange Agreement"). F2 · balance_after: The Exchange Agreement permits holders of Class A Units to exchange their Class A Units for shares of Class A Common Stock at a rate of four shares of Class A Common Stock for every five Class A Units being exchanged, or at the Issuer's election, for cash equal to the value of a share of Class A Common Stock multiplied by 0.8 times the number of Class A Units being exchanged. Additionally, to the extent such holders of Class A Units also hold Class B Common Stock, they are required to deliver to the Issuer a number of shares of Class B Common Stock equal to the number of Class A Units being exchanged. F3 · balance_after: CVAN is a wholly-owned subsidiary of Delaware Life Holdings Parent, LLC ("Parent I"). Parent I is a wholly-owned subsidiary Delaware Life Holdings Parent II, LLC ("Parent II"). Each of Parent I and Parent II is managed by Delaware Life Holdings Manager, LLC ("Manager") and each of Parent II and Manager is controlled by Mr. Mark Walter ("Mr. Walter"). Each of Parent I, Parent II, Manager and Mr. Walter may be deemed for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, to be the indirect beneficial owner of some or all of the shares owned by CVAN. Read SEC document |
Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.