Form 4 for KMX CARMAX INC
Accepted 2026-05-05 16:11:36 ET · period of report 2026-05-01 · accession 0001170010-26-000030 · 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 | 2026-05-05 16:11 | 2026-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | M - OptEx | — | +1,059 | 11.3K | +10% | — |
| D | 2026-05-05 16:11 | 2026-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | F - Tax | $38.53 | -319 | 11.0K | -3% | -$12.3K |
| D | 2026-05-05 16:11 | 2026-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | M - OptEx | $0.00 | -1,799 | 0 | -100% | $0 |
| DM | 2026-05-05 16:11 | 2026-05-01 | KMX | Livesay Jill A | VP, Ctrl, PAO | A - Grant | $0.00 | +13.7K | 8,029 | New | $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 | 2026-05-01 | M | A | 1,059 | — | 11,275 | 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 0.58868 times the number of MSUs in shares of Company common stock. |
| 2 | Common | Common Stock | 2026-05-01 | F | D | 319 | $38.53 | 10,956 | D | — | — | |
| 3 | Derivative | Restricted Stock Units | 2026-05-01 | M | D | 1,799 | $0.00 | 0 | D | — · — to — | 1,059 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 0.58868 times the number of MSUs in shares of Company common stock. (F2) The restricted stock units vested on May 1, 2026 and were settled in Company common stock. (F2) The restricted stock units vested on May 1, 2026 and were settled in Company common stock. |
| 4 | Derivative | Restricted Stock Units | 2026-05-01 | A | A | 5,667 | $0.00 | 5,667 | 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 10.22 to the Company's Annual Report on Form 10-K filed on April 15, 2024. 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, 2029. (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 10.22 to the Company's Annual Report on Form 10-K filed on April 15, 2024. 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, 2029. (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 10.22 to the Company's Annual Report on Form 10-K filed on April 15, 2024. 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. |
| 5 | Derivative | Restricted Stock Units | 2026-05-01 | A | A | 8,029 | — | 8,029 | D | — · — to — | 8,029 Common Stock | (F5) Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units shall vest with respect to one-third of the underlying shares of Common Stock on each of May 1, 2027, May 1, 2028, and May 1, 2029, subject to earlier vesting in accordance with the terms of the Form of Notice of Stock-Settled Restricted Stock Unit Grant between CarMax, Inc. and certain named and other executive officers, filed as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed on April 15, 2026. (F5) Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units shall vest with respect to one-third of the underlying shares of Common Stock on each of May 1, 2027, May 1, 2028, and May 1, 2029, subject to earlier vesting in accordance with the terms of the Form of Notice of Stock-Settled Restricted Stock Unit Grant between CarMax, Inc. and certain named and other executive officers, filed as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed on April 15, 2026. (F5) Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units shall vest with respect to one-third of the underlying shares of Common Stock on each of May 1, 2027, May 1, 2028, and May 1, 2029, subject to earlier vesting in accordance with the terms of the Form of Notice of Stock-Settled Restricted Stock Unit Grant between CarMax, Inc. and certain named and other executive officers, filed as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed on April 15, 2026. (F5) Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units shall vest with respect to one-third of the underlying shares of Common Stock on each of May 1, 2027, May 1, 2028, and May 1, 2029, subject to earlier vesting in accordance with the terms of the Form of Notice of Stock-Settled Restricted Stock Unit Grant between CarMax, Inc. and certain named and other executive officers, filed as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed on April 15, 2026. |