Form 4 for KMX CARMAX INC
Accepted 2023-05-03 00:00:00 ET · period of report 2023-05-01 · accession 0001170010-23-000041 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-05-03 | 2023-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | M - OptEx | — | +1,566 | 9,552 | +20% | — |
| D | 2023-05-03 | 2023-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | F - Tax | $70.48 | -484 | 9,068 | -5% | -$34.1K |
| DM | 2023-05-03 | 2023-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | A - Grant | $0.00 | +20.2K | 1,799 | New | $0 |
| D | 2023-05-03 | 2023-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | M - OptEx | $0.00 | -1,725 | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-05-01 | M | A | 1,566 | — | 9,552 | D | — | — | (F1) 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. |
| 2 | Common | Common Stock | 2023-05-01 | F | D | 484 | $70.48 | 9,068 | D | — | — | |
| 3 | Derivative | Stock Options (Right to Buy) | 2023-05-01 | A | A | 18,451 | $0.00 | 18,451 | D | $70.48 · — to 2030-05-01 | 18,451 Common Stock | (F5) 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. (F6) 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. |
| 4 | Derivative | Restricted Stock Units | 2023-05-01 | A | A | 1,799 | $0.00 | 1,799 | D | — · — to — | — Common Stock | (F3) Shares of Company common stock will be issued to the Reporting Person following vesting of the restricted stock units, which are referred to by the Company as market stock units (MSUs), in accordance with the terms of the Form of Notice of Market Stock Unit Grant filed as Exhibit 10.55 to the Company's Annual Report on Form 10-K filed on April 21, 2020. The minimum number of shares of Company common stock that will be issued to the Reporting Person at payment is zero, and the maximum number of shares of Company common stock that will be issued at payment is two times the number of MSUs. (F4) The restricted stock units shall vest on May 1, 2026. |
| 5 | Derivative | Restricted Stock Units | 2023-05-01 | M | D | 1,725 | $0.00 | 0 | D | — · — to — | 1,566 Common Stock | (F1) 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. (F2) The restricted stock units vested on May 1, 2023 and were settled in Company common stock. |