First Amendment to the Transaction Support Agreement, dated August 1, 2023, by and among Carvana Co, Carvana Group, LLC, Ernest Garcia II, Ernest Garcia III, and each Initial Supporting Noteholder party thereto

This FIRST AMENDMENT TO TRANSACTION SUPPORT AGREEMENT, dated as of August 1, 2023 (this “Amendment”), to that certain Transaction Support Agreement, dated as of July 17, 2023, by and among the Company Parties, the Garcia Parties, and the Supporting Noteholders (each as defined therein) (as amended, restated, amended and restated, modified or supplemented from time to time in accordance with the terms thereof, and including all exhibits thereto, the “Transaction Support Agreement”) is entered into by and among the following parties (each, a “Party” and, collectively, the “Parties”):1

i.the Company Parties; and

ii.the undersigned Supporting Noteholders.

WHEREAS, pursuant to this Amendment, the Parties desire that the Transaction Support Agreement be amended to reflect certain limited modifications necessary to implement the Transaction;

WHEREAS, Section 9 of the Transaction Support Agreement provides that the Transaction Support Agreement may be modified, amended, restated, amended and restated, waived or supplemented in a writing signed by the (i) the Company Parties, (ii) the Supporting Noteholders, provided that, as of the date upon which the Supporting Noteholders comprise holders of at least 80% in outstanding principal amount of Carvana Notes, the amendment threshold set forth in this clause (ii) shall be deemed amended to read “the Required Supporting Noteholders,” and, (iii) solely with respect to the Garcia Parties’ commitments in Section 4.2 of the Transaction Support Agreement, the Garcia Parties;

WHEREAS, the Supporting Noteholders comprise holders of at least 80% in outstanding principal amount of Carvana Notes;

WHEREAS, the undersigned Supporting Noteholders comprise the Required Supporting Noteholders; and

WHEREAS, pursuant to Section 9 of the Transaction Support Agreement, the Parties desire to amend the Transaction Support Agreement as set forth herein.

NOW, THEREFORE, in consideration of the covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, each Party, intending to be legally bound hereby, agrees as follows:

Except as specifically provided for in this Amendment, no waivers, releases, changes, amendments, or other modifications have been made on or prior to the date hereof or are being made to the terms of the Transaction Support Agreement or the rights and obligations of the parties thereunder, all of which such terms are hereby ratified and confirmed and remain in full force and effect.

This Amendment shall be effective on the date (the “Amendment Effective Date”) upon which each of the Parties shall have executed and delivered counterpart signature pages of this Amendment to counsel to each of the other Parties.

This Amendment may be executed and delivered (by electronic mail, or otherwise) in any number of counterparts, each of which, when executed and delivered, shall be deemed an original, and all of which together shall constitute the same agreement.

The Transaction Support Agreement, as amended by this Amendment, constitutes the entire agreement among the Parties regarding the subject matter thereof and hereof and supersedes any prior agreements, including any deemed agreements, among the Parties regarding the subject matter thereof and hereof, other than the Coordination Agreement.

THIS AMENDMENT IS TO BE GOVERNED AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK APPLICABLE TO CONTRACTS MADE AND TO BE PERFORMED IN SUCH STATE, WITHOUT GIVING EFFECT TO THE CONFLICT OF LAWS PRINCIPLES THEREOF. Each Party hereto (a) shall bring any action or proceeding in respect of any claim arising out of or related to this Agreement, to the extent possible, in either the United States District Court for the Southern District of New York or any New York State court sitting in New York City (the “Chosen Courts”), and solely in connection with claims arising under this Agreement; (b) irrevocably submits to the exclusive jurisdiction of the Chosen Courts; (c) waives any objection to laying venue in any such action or proceeding in the Chosen Courts; and (d) waives any objection that the Chosen Courts are an inconvenient forum or do not have jurisdiction over any Party hereto. Each party hereto irrevocably waives any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement or the transactions contemplated hereby.

IN WITNESS WHEREOF, the Parties have caused this Amendment to be executed and delivered by their respective duly authorized officers or other agents, solely in their respective capacity as officers or other agents of the undersigned and not in any other capacity, as of the Amendment Effective Date.

1 The obligations arising out of this agreement are several and not joint with respect to each participating find or account, in accordance with its proportionate interest hereunder, and the parties agree not to proceed against any fluid or account for the obligations of another. To the extent a fund or account is a registered investment company (“Trust”) or a series thereof, a copy of the Declaration of Trust of such Trust is on file with the Secretary of State of The Commonwealth of Massachusetts or Secretary of State of the State of Delaware. The obligations of or arising out of this agreement are not binding upon any of such Trust’s trustees, officers, employees, agents or share fund or accounts individually, but are binding solely upon the assets and property of the Trust in accordance with its proportionate interest hereunder. If this agreement is executed by or on behalf of a Trust on behalf of one or more series of the T rust, the assets and liabilities of each series of the Trust are separate and distinct and the obligations of or arising out of this agreement are binding solely upon the assets or property of the series on whose behalf this agreement is executed. If this agreement is being executed on behalf of more than one series of a Trust, the obligations of each series hereunder shall be several and not joint, in accordance with its proportionate interest hereunder, and the parties agree not to proceed against any series for the obligations of another.

PIMCO Finds: Global Investors Series pic is an Irish umbrella company with segregated liability between sub-fluids. As a result, as a matter of Irish law. any liability attributable to a particular sub-fund may only be discharged out of the assets of that sub-fund and the assets of other sub-funds may not be used to satisfy the limited liability of that sub-fund.

To the extent a fund or account is a trust established under the laws of a province or territory of Canada (a “Canadian Trust”), the obligations of or arising out of this agreement are not binding upon (i) the Canadian Trust’s trustee or investment fund manager, (ii) any officer, director, employee or agent of the Canadian T rust’s trustee or investment fluid manager, or (iii) any unitfund or account of the Canadian T rust, but are binding solely upon the property of the Canadian Trust in accordance with its proportionate interest hereunder.