0001170010-23-000044.txt : 20230503 0001170010-23-000044.hdr.sgml : 20230503 20230503163259 ACCESSION NUMBER: 0001170010-23-000044 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230501 FILED AS OF DATE: 20230503 DATE AS OF CHANGE: 20230503 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nash William D CENTRAL INDEX KEY: 0001545342 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31420 FILM NUMBER: 23884635 MAIL ADDRESS: STREET 1: 12800 TUCKAHOE CREEK PARKWAY CITY: RICHMOND STATE: VA ZIP: 23238 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARMAX INC CENTRAL INDEX KEY: 0001170010 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 541821055 STATE OF INCORPORATION: VA FISCAL YEAR END: 0228 BUSINESS ADDRESS: STREET 1: 12800 TUCKAHOE CREEK PARKWAY CITY: RICHMOND STATE: VA ZIP: 23238 BUSINESS PHONE: (804) 747-0422 MAIL ADDRESS: STREET 1: 12800 TUCKAHOE CREEK PARKWAY CITY: RICHMOND STATE: VA ZIP: 23238 4 1 wf-form4_168314596139442.xml FORM 4 X0407 4 2023-05-01 0 0001170010 CARMAX INC KMX 0001545342 Nash William D 12800 TUCKAHOE CREEK PARKWAY RICHMOND VA 23238 1 1 0 0 President & CEO 0 Common Stock 2023-05-01 4 M 0 17065 A 182754 D Common Stock 2023-05-01 4 F 0 5574 70.48 D 177180 D Restricted Stock Units 2023-05-01 4 M 0 18795 0 D Common Stock 17065.0 0 D Stock Options (Right to Buy) 70.48 2023-05-01 4 A 0 257732 0 A 2030-05-01 Common Stock 257732.0 257732 D Following vesting of the restricted stock units, which are referred to by the Company as market stock units (MSUs), the Reporting Person received 0.91 times the number of MSUs in shares of Company common stock. The restricted stock units vested on May 1, 2023 and were settled in Company common stock. The stock options were granted in tandem with stock appreciation rights (SARS). Accordingly, the exercise of one results in the surrender to the Company of the other. The SARS become exercisable only following a change in control of the Company as set forth in the Company's 2002 Stock Incentive Plan, as amended and restated. Once exercisable, the SARS would entitle the Reporting Person to receive the cash value of the options in lieu of exercising the options. The stock options become exercisable with respect to one-fourth of the underlying shares of Common Stock on each of May 1, 2024, May 1, 2025, May 1, 2026 and May 1, 2027. Christine Carter, attorney-in-fact 2023-05-03