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Preliminary Proxy Statement
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to §240.14a-12
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CarMax, Inc. |
(Name of Registrant as Specified In Its Charter) |
(Name of Person(s) Filing Proxy Statement, if other than the Registrant) |
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No fee required.
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o
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to which the transaction applies:
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(2)
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Aggregate number of securities to which the transaction applies:
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(3)
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Per unit price or other underlying value of the transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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(4)
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Proposed maximum aggregate value of the transaction:
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(5)
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Total fee paid:
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o
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Fee paid previously with preliminary materials.
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Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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COMPANY NUMBER
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ACCOUNT NUMBER
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CONTROL NUMBER
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• Notice of 2015 Annual Meeting of Shareholders and Proxy Statement
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• Form of Electronic Proxy Card
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• Annual Report on Form 10-K
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TO REQUEST MATERIAL:
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TELEPHONE: 888-776-9962 (international callers dial 718-921-8562)
E-MAIL: info@amstock.com
WEBSITE: www.carmaxproxy.com
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TO VOTE:
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ONLINE: To access your online proxy card, please visit www.carmaxproxy.com
and follow the on-screen instructions. You may enter your voting
instructions at www.carmaxproxy.com up until 11:59 PM ET the day before
the meeting date.
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IN PERSON:
You may vote your shares in person by attending the Annual Meeting. For
directions to the Annual Meeting, please contact the Hilton Richmond
Hotel, Short Pump at 804-364-3600.
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TELEPHONE: To vote by telephone, please visit www.carmaxproxy.com to view the materials and to obtain the toll free number to call.
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MAIL: You may request a proxy card by following the instructions above.
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1.
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Election of Directors for a one-year term expiring at the 2016 Annual Shareholders’ Meeting:
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2
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To ratify the appointment of KPMG LLP as independent registered public accounting firm.
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NOMINEES:
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Ronald E. Blaylock
Thomas J. Folliard
Rakesh Gangwal
Jeffrey E. Garten
Shira Goodman
W. Robert Grafton
Edgar H. Grubb
Marcella Shinder Mitchell D. Steenrod
Thomas G. Stemberg
William R. Tiefel
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3.
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To approve, in an advisory (non-binding) vote, the compensation of our named executive officers.
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4.
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To transact any other business that may properly come before the Annual Meeting or any postponements or adjournments thereof.
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THE
BOARD OF DIRECTORS RECOMMENDS A VOTE “FOR” ALL NOMINEES FOR THE
ELECTION OF DIRECTORS; “FOR” PROPOSAL 2; AND “FOR” PROPOSAL 3.
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Please note that you cannot use this notice to vote by mail.
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