0001140361-15-014942.txt : 20150409 0001140361-15-014942.hdr.sgml : 20150409 20150409164015 ACCESSION NUMBER: 0001140361-15-014942 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150408 FILED AS OF DATE: 20150409 DATE AS OF CHANGE: 20150409 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARMAX INC CENTRAL INDEX KEY: 0001170010 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 541821055 STATE OF INCORPORATION: VA FISCAL YEAR END: 0215 BUSINESS ADDRESS: STREET 1: 12800 TUCKAHOE CREEK PARKWAY CITY: RICHMOND STATE: VA ZIP: 23238 BUSINESS PHONE: 804-747-0422 MAIL ADDRESS: STREET 1: 12800 TUCKAHOE CREEK PARKWAY CITY: RICHMOND STATE: VA ZIP: 23238 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lyski James CENTRAL INDEX KEY: 0001376853 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31420 FILM NUMBER: 15761788 MAIL ADDRESS: STREET 1: ONE NATIONWIDE PLAZA 1-38-06 CITY: COLUMBUS STATE: OH ZIP: 43215 4 1 doc1.xml FORM 4 X0306 4 2015-04-08 0 0001170010 CARMAX INC KMX 0001376853 Lyski James 12800 TUCKAHOE CREEK PARKWAY RICHMOND VA 23238 0 1 0 0 SVP & Chief Marketing Officer Stock Options (Right to Buy) 73.76 2015-04-08 4 A 0 43434 0 A 2022-04-08 Common Stock 43434 43434 D 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. The stock options become exercisable with respect to one-fourth of the underlying shares of Common Stock on each of April 8, 2016, April 8, 2017, April 8, 2018 and April 8, 2019. Exhibit List: Exhibit 24.1 - Power of Attorney Christine Carter, attorney-in-fact 2015-04-09 EX-24.1 2 poa_lyski.htm POA Unassociated Document
 
POWER OF ATTORNEY

The undersigned with respect to the matters described herein constitutes and appoints Natalie Wyatt, Thomas Reedy, Lisa Lee, Christine Carter, John Stuckey, Terence Rasmussen, Will Hulcher and Eric Margolin, each of whom may act individually, as my true and lawful attorney-in-fact to:
1)
Execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of CarMax Inc. (the “Company”), Forms 3, 4, and 5 (or any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

2)
Do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such Forms 3, 4, and 5 (or any amendments thereto) and timely file such forms with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

3)
Take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned. The undersigned understands and confirms that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the forgoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the Company.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 31st day of October, 2014.
 
 
/s/ James Lyski
  
 
James Lyski