Form 4: CarMax Interim CEO McCreight Granted 91,673 RSUs
Insider Transaction Disclosure
CarMax's Interim President and CEO, David W. McCreight, was granted 91,673 restricted stock units, aligning his interests with shareholders.
Summary
- David W. McCreight, who serves as Director and Interim President and CEO of CarMax Inc. (KMX), was granted 91,673 Restricted Stock Units (RSUs).
- Each RSU represents a contingent right to receive one share of CarMax Common Stock.
- The grant of these restricted stock units occurred on December 26, 2025.
- The restricted stock units are scheduled to vest on December 26, 2026.
Sentiment
Score: 6
Explanation: Slightly positive as it indicates executive compensation aligning interests with shareholders, but it's a routine disclosure without significant operational news.
Positives
- The grant of 91,673 Restricted Stock Units to the Interim President and CEO aligns management's financial interests with long-term shareholder value.
- The specified vesting schedule provides an incentive for the executive to remain with the company and contribute to its performance over the next year.
Negatives
- No direct negatives are apparent from this standard insider compensation disclosure.
Risks
- The ultimate value of the restricted stock units is contingent upon the future market performance of CarMax's common stock.
- The vesting schedule of the RSUs may be subject to earlier vesting under specific conditions outlined in the Form of Notice of Restricted Stock Unit Grant.
Future Outlook
The vesting of the restricted stock units on December 26, 2026, indicates a future incentive for the Interim President and CEO, aligning his compensation with the company's performance over the coming year.
Management Comments
- David W. McCreight serves as Director and Interim President and CEO of CarMax Inc.
- The restricted stock units shall vest on December 26, 2026, subject to earlier vesting in accordance with the terms of the Form of Notice of Restricted Stock Unit Grant.
Industry Context
This is a routine disclosure of executive compensation in the form of equity, a common practice across industries to align executive incentives with shareholder interests. It does not provide specific insights into broader industry trends in automotive retail.
Comparison to Industry Standards
- The grant of restricted stock units to an executive is a standard compensation practice within publicly traded companies, including those in the automotive retail sector.
- This method is widely used to incentivize long-term performance and retention, aligning executive interests with shareholder value creation.
- No specific comparable companies or projects are detailed in this filing to allow for a direct comparative assessment of the grant size or terms.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | David W. McCreight granted a Power of Attorney to John M. Stuckey III, Ashley Cullum, Christine Carter, and Chelsea Shrader to execute and file Forms 3, 4, and 5 on his behalf with the SEC. | 2025-10-22 | Streamlines the process for filing required insider trading disclosures, ensuring timely compliance with Section 16(a) of the Securities Exchange Act of 1934. |
Stakeholder Impact
- Shareholders: The grant of RSUs aligns the Interim President and CEO's financial interests with the long-term performance of the company's stock, potentially benefiting shareholders through motivated leadership.
- Management: The executive receives a significant equity grant, providing a long-term incentive for continued service and performance.
Next Steps
- The restricted stock units are scheduled to vest on December 26, 2026.
Key Dates
| Date | Description |
|---|---|
| 2025-10-22 | Date of execution of the Power of Attorney by David W. McCreight. |
| 2025-12-23 | Date of the Company's Quarterly Report filing, which includes Exhibit 10.3 related to RSU grant terms. |
| 2025-12-26 | Date of the transaction (grant of Restricted Stock Units). |
| 2025-12-30 | Date the Form 4 was signed and filed. |
| 2026-12-26 | Scheduled vesting date for the 91,673 Restricted Stock Units. |
Keywords
CarMax, KMX, Restricted Stock Units, RSU, Insider Transaction, Executive Compensation, David W. McCreight, SEC Form 4, Director, CEO
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