CVNA 2019 Proxy Statement

- 50 - SHARES BENEFICIALLY OWNED CLASS A COMMON STOCK (1) CLASS B COMMON STOCK (1) NAME OF BENEFICIAL OWNER SHARES % SHARES % VOTING % Ernest C. Garcia II c/o Verde Investments, Inc. 1,578,208 (2) 4% 87,701,897 (3) 84% 91% Spruce House Investment Management LLC; Spruce House Capital LLC; Spruce House Partnership LP; Zachary Sternberg; Benjamin Stein 5,600,000 (4) 14% — —% * Melvin Capital Management LP; Melvin Capital Master Fund Ltd 3,725,000 (5) 9% — —% * FMR LLC 3,591,784 (6) 9% — —% * The Vanguard Group 2,954,186 (7) 7% — —% * Nantahala Capital Management, LLC; Wilmot B. Harkey; Daniel Mack 2,329,714 (8) 5% — —% * CAS Investment Partners, LLC; Sosin Partners, L.P.; Clifford Sosin 2,194,504 (9) 5% — —% * Blackrock, Inc. 2,104,793 (10) 5% — —% * Executive Officers and Directors Ernest Garcia, III 93,060 (11) * 15,616,526 (12) 15% 16% Mark Jenkins 876,676 (13) 2% — —% * Benjamin Huston 916,676 (14) 2% — —% * Daniel Gill 468,253 (15) 1% — —% * Ryan Keeton 417,269 (16) 1% — —% * Ira Platt 173,786 (17) * 130,612 * * Gregory Sullivan 20,619 (18) * — —% * Dan Quayle 20,619 (18) * — —% * Michael Maroone 71,619 (19) * — —% * All executive officers and directors (10 individuals) 3,203,895 (20) 8% 15,747,138 15% 16% (1) Each share of Class A common stock entitles the registered holder thereof to one vote on all matters presented to stockholders for a vote generally, including the election of directors. Each share of our Class B common stock held by the Garcia Parties entitles its holder to ten votes on all matters to be voted on by stockholders generally, including the election of directors, for so long as the Garcia Parties maintain, in the aggregate, direct or indirect beneficial ownership of at least 25% of the outstanding shares of Class A common stock (determined on an as-exchanged basis assuming that all of the LLC Units were exchanged for Class A common stock). Each other share of our Class B common stock entitles its holder to one vote on all matters to be voted on by stockholders generally, including the election of directors. The Class A common stock and Class B common stock vote as a single class on all matters except as required by law or the certificate of incorporation. A “*” indicates percentages of less than 1%. (2) This number includes 1,464,517 shares of our Class A common stock that Mr. Garcia II purchased through Verde Investments, Inc. (“Verde”), of which Mr. Garcia II is the 100% owner. This number also includes 13,691 shares of our Class A common stock owned by the Ernest Irrevocable 2004 Trust III and 100,000 shares of our Class A common stock owned by the Ernest C. Garcia III Multi-Generational Trust III. While Ernest Garcia II is the investment trustee over Ernest C. Garcia III Multi-Generational Trust III, the trust is irrevocable and he is not a beneficiary. While Ernest Garcia II and Ernest Garcia III are the joint investment trustees over Ernest Irrevocable 2004 Trust III, the trust is irrevocable and Mr. Garcia II is not a beneficiary. Mr. Garcia III is the