CVNA: Material agreement · New financial obligation

Item 1.01 Entry into a Material Definitive Agreement. On August 14, 2026, Carvana Co. (the “Company”), as borrower, entered into that certain Credit Agreement (the “Credit Agreement”), with the lenders party thereto from time to time and Barclays Bank PLC, as the administrative agent. The Credit Agreement provides for a $1.66 billion senior secured term loan B facility maturing on August 14, 2033 (the “Term Loan B Facility”). The net proceeds from the Term Loan B Facility are expected to be used (i) to redeem or otherwise repay or refinance, in whole, the Company’s outstanding 9.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2030 issued under that certain indenture, dated as of September 1, 2023, by and among the Company and U.S. Bank Trust Company, National Association (the “2030 Secured Notes”), (ii) to pay related fees and expenses in connection with the transactions contemplated by the Credit Agreement and related transactions, and (iii) to the extent not applied for the foregoing purposes, for general corporate purposes or working capital requirements of the Company and its subsidiaries. The date fixed for the redemption of $1.0 billion in aggregate principal amount of the 2030 Secured Notes is August 15, 2026 (the “First Redemption Date”), and the date fixed for the redemption of the remaining outstanding aggregate principal amount of the 2030 Secured Notes is August 22, 2026 (the “Second Redemption Date” and, together with the First Redemption Date, each a “Redemption Date”). The issue price of the Term Loan B Facility is equal to 99.75% of the aggregate principal amount thereof. Loans under the Term Loan B Facility will bear interest, at the Company’s option, at a rate per annum equal to either Term SOFR for the applicable interest period, plus an applic