{"schema_version":"secwatch.filing_event.v1","accession":"0001690820-23-000139","form_type":"8-K","ticker":"CVNA","cik":"0001690820","company_name":"CARVANA CO.","filed_at":"2023-05-03T23:59:59+00:00","discovered_at":"2026-05-14T18:03:40.060408+00:00","generated_at":"2026-06-16T01:14:03.739298+00:00","sec_items":["5.02","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Carvana shareholders approve 20M share increase to 2017 Omnibus Incentive Plan","bullets":["Shareholders approved an amendment increasing the Plan's share reserve by 20M shares to a total of 34M shares.","Directors Michael Maroone and Neha Parikh were re-elected; say-on-pay proposal passed with ~99% of votes cast.","Grant Thornton LLP ratified as independent auditor for FY 2023 with over 99% of votes in favor.","The meeting had a quorum of 789.8M votes out of 858.5M total (92% participation)."],"urls":{"canonical":"https://secwatch.observer/filing/0001690820-23-000139","json":"https://secwatch.observer/filing/0001690820-23-000139.json","markdown":"https://secwatch.observer/filing/0001690820-23-000139.md","text":"https://secwatch.observer/filing/0001690820-23-000139.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/cvna-20230501.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-16T01:14:03.739298+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"3698310ab54561b783b18880067de55d37a98316","claim":"CARVANA CO. shareholders approved Approval of an amendment to the Carvana Co. 2017 Omnibus Incentive Plan to increase the maximum number of shares of Class A common stock available for issuance thereunder by 20 million shares at the 2023-05-01 meeting.","evidence_excerpt":"The Company's stockholders approved the Amendment, increasing the maximum number of shares of Class A common stock available for issuance under the Plan by 20 million shares. For Against Abstain Broker Non-Votes 742,182,511.40 21,577,155.00 201,201.00 25,848,804.00","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-01"}],"fact_type":"shareholder_vote"},{"claim_id":"69124896e216abb27ed481a0b82a016d6012f5d4","claim":"CARVANA CO. shareholders approved Approval, by an advisory vote, of the Company's executive compensation (i.e., 'say-on-pay' proposal) at the 2023-05-01 meeting.","evidence_excerpt":"The Company's stockholders approved, by an advisory vote, Carvana’s executive compensation. For Against Abstain Broker Non-Votes 758,653,023.40 5,086,096.00 221,748.00 25,848,804.00","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-01"}],"fact_type":"shareholder_vote"},{"claim_id":"94a6ffb486523008225aa287dcdaa87e357a4130","claim":"CARVANA CO. shareholders approved Election of directors: Michael Maroone at the 2023-05-01 meeting.","evidence_excerpt":"Each of the following directors received the following votes cast at the Annual Meeting, and were elected for a three-year term expiring at the Company's 2026 annual meeting and until their respective successors are duly elected and qualified. Nominee For Withheld Broker Non-Votes Michael Maroone 753,865,260.40 10,095,607.00 25,848,804.00 Neha Parikh 749,444,804.40 14,516,063.00 25,848,804.00","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-01"}],"fact_type":"shareholder_vote"},{"claim_id":"abc9b314d6a650c1dfbe6877a2b792788a21b257","claim":"CARVANA CO. shareholders approved Election of directors: Neha Parikh at the 2023-05-01 meeting.","evidence_excerpt":"Each of the following directors received the following votes cast at the Annual Meeting, and were elected for a three-year term expiring at the Company's 2026 annual meeting and until their respective successors are duly elected and qualified. Nominee For Withheld Broker Non-Votes Michael Maroone 753,865,260.40 10,095,607.00 25,848,804.00 Neha Parikh 749,444,804.40 14,516,063.00 25,848,804.00","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-01"}],"fact_type":"shareholder_vote"},{"claim_id":"d764666e5b1a0f2bcd7bffcefd47ec56b3817e34","claim":"CARVANA CO. shareholders approved Ratification of appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2023 at the 2023-05-01 meeting.","evidence_excerpt":"The Company's stockholders ratified the appointment of Grant Thornton LLP as the Company's independent auditor for the year ending December 31, 2023. For Against Abstain 786,003,890.40 3,385,648.00 420,133.00","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1690820/000169082023000139/0001690820-23-000139-index.htm","confidence":1.0,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-05-01"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}