Ernest C. Garcia II Increases Carvana Co. (CVNA) Stake to 22.9% and Enters Covered Call Agreement

This Amendment No. 39 to Schedule 13D was filed by Ernest C. Garcia II on May 1, 2026, regarding his investment in Carvana Co. (CVNA). The filing reports a beneficial ownership of 42,442,317 Class A Shares (on an as-converted basis), representing approximately 22.9% of the class. This position includes shares held directly by Mr. Garcia and through his wholly-owned entities, ECG II SPE, LLC (E-SPE) and the newly added ECG II SPE II, LLC (E-SPE II). A key update in this filing is E-SPE entering into a supplemental confirmation for a covered call option transaction with Citibank, N.A. Under this agreement, E-SPE sold European-style call options for 4,000,000 Class A shares with strike prices of $450.00 and $500.00, exercisable on May 21, 2027. These options are secured by a pledge of 5,000,000 Class A Units and 4,000,000 Class B shares. Despite the pledge, Mr. Garcia retains voting and dispositive power over the securities during the pendency of the options. The transaction was entered into for investment purposes.