CVNA 2019 Proxy Statement

- 21 - x a one-year total shareholder return of 71.1%, significantly outperforming our peer group companies (see “Competitiveness of our Compensation Program” below) as an index as well as the S&P 500 and S&P 500 Retailing Indices. KEY COMPENSATION DESIGN AND DECISIONS TO LINK PAY AND PERFORMANCE Underlying our executive compensation program is a strong belief in promoting a pay-for- performance culture. We accomplish this by linking a significant portion of the compensation of our executive officers, including our named executive officers, to our performance. In addition, the Compensation and Nomination Committee seeks to set challenging threshold and target performance levels that reflect our rapid growth trajectory and business plans rather than goals based on prior years’ achievements. For each of the metrics used in our performance-based compensation plans, payouts are earned based upon outstanding performance as measured against pre-established financial objectives. CORPORATE GOVERNANCE HIGHLIGHTS REGARDING EXECUTIVE COMPENSATION We endeavor to maintain sound executive compensation policies and practices, including compensation-related corporate governance standards, consistent with our executive compensation philosophy. The following summarizes our executive compensation and related governance policies and practices: 71.1% -6.2% 12.6% 5.5% Carvana S&P 500 (^SPX) S&P 500 Retailing Industry (^RLX) Carvana's Peer Group 1-Year Total Shareholder Return 1/1/2018 - 12/31/2018 $0 $50 $100 $150 $200 $250 $300 $350 $400 Carvana Carvana S&P500 (^SPX) S&P500Retailing Industry (^RLX) Carvana'sPeerGroup † † †