Barr Keith 4

What Happened

• Keith Barr, President, CEO and a director of CarMax, was granted awards on March 16, 2026: 23,975 non-derivative awards and 54,025 derivative awards (stock appreciation rights). Both grants were reported with a $0 acquisition price.

Key Details

• Transaction date: 2026-03-16; Form filed: 2026-03-18.
• Grants: 23,975 shares (non-derivative) and 54,025 shares (derivative/SARs), each reported as acquired at $0.00.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote highlights:
  • F1: The stock options were granted in tandem with SARs; exercising one cancels the other. The SARs become exercisable only following a change in control and would pay cash value instead of stock.
  • F2: The stock options vest one-fourth on each of March 16 in 2027, 2028, 2029 and 2030.
• Filing timeliness: Report covers 3/16/2026 and was filed on 3/18/2026 (within the typical 2‑business‑day Form 4 window).

Context

• These are grants/awards (not open‑market purchases or sales). The derivative grant (SARs) ties future value to company stock performance and is exercisable only under specified conditions (change in control for SARs; time‑based vesting for the options). Grants are standard long‑term incentive compensation and do not by themselves indicate immediate buying or selling of shares.