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CARMAX INC — Director's Dealing 2022
May 4, 2022
30853_dirs_2022-05-03_d7e8ffb6-5df8-4d89-bdee-1edc0a1b5f2b.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: CARMAX INC (KMX)
CIK: 0001170010
Period of Report: 2022-05-01
Reporting Person: Mayor-Mora Enrique N (EVP & CFO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2022-05-01 | Common Stock | M | 1905 | — | Acquired | 15709 | Direct |
| 2022-05-01 | Common Stock | F | 574 | $85.78 | Disposed | 15135 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2022-05-01 | Restricted Stock Units | $ | M | 1536 | Disposed | Common Stock (1905.0) | Direct | |
| 2022-05-02 | Stock Options (Right to Buy) | $91.14 | A | 32561 | Acquired | 2029-05-02 | Common Stock (32561.0) | Direct |
Footnotes
F1: Following vesting of the restricted stock units, which are referred to by the Company as market stock units (MSUs), the Reporting Person received approximately 1.24 times the number of MSUs in shares of Company common stock.
F2: The restricted stock units vested on May 1, 2022 and were settled in Company common stock.
F3: 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.
F4: The stock options become exercisable with respect to one-fourth of the underlying shares of Common Stock on each of May 2, 2023, May 2, 2024, May 2, 2025 and May 2, 2026.