CARMAX INC — Director's Dealing 2012

Dec 27, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARMAX INC (KMX)
CIK: 0001170010
Period of Report: 2012-12-26

Reporting Person: FOLLIARD THOMAS J (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-26	Common Stock	M	120000	$14.80	Acquired	529818	Direct
2012-12-26	Common Stock	M	220000	$24.99	Acquired	749818	Direct
2012-12-26	Common Stock	S	260000	$37.49	Disposed	489818	Direct
2012-12-27	Common Stock	S	80000	$37.25	Disposed	409818	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-26	Stock Options (Right to Buy)	$14.80	M	120000	Disposed	2014-04-01	Common Stock (120000)	Direct
2012-12-26	Stock Options (Right to Buy)	$24.99	M	220000	Disposed	2014-04-03	Common Stock (220000)	Direct

Footnotes

F1: The shares with respect to this transaction were sold at prices ranging from $37.40 to $37.62. Upon request, the Reporting Person will provide the Securities and Exchange Commission staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F2: The shares with respect to this transaction were sold at prices ranging from $37.10 to $37.55. Upon request, the Reporting Person will provide the Securities and Exchange Commission staff, the Issuer, or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F3: This option was previously reported as covering 60,000 shares at an exercise price of $29.60 per share, but was adjusted to reflect the Issuer's 2-for-1 stock split in the form of a share dividend, which occurred on March 26, 2007.