CarMax

ANNUAL R EP O RT F I S CA L  Y E A R 2024

CARMAX MARKETS
●   Existing Television Markets 
as of April 15, 2024
(Size of markers is based on  
number of CarMax stores in  
each market)
The Nation’s Largest Used Car Retailer
245 
STORE LOCATIONS
NATIONWIDE
550K
CARS WHOLESALED 
IN FY24
34M
AVERAGE MONTHLY 
WEB VISITS
1.1M
APPRAISAL 
PURCHASES 
IN FY24
2M
VEHICLES
MOVED
770K
CARS RETAILED 
IN FY24
$8.3B
CAF ORIGINATIONS
IN FY24
20YEARS 
ON THE  
FORTUNE 100
BEST COMPANIES  
TO WORK FOR®
LIST
$100M+
GIVEN BACK 
TO HELP OUR 
COMMUNITIES 
THRIVE 

 
Dear Fellow Shareholders: 
This year CarMax celebrated its 30‐year anniversary, and I’m so proud of what we have been able to 
accomplish in that Ɵme. Although fiscal 2024 was a challenging year for the used car industry, we 
focused on controlling what we could control while at the same Ɵme advancing our strategic prioriƟes.  
We conƟnued to innovate and invest to further improve the associate and customer experience, and I 
am proud to highlight that this marks the 20th consecuƟve year we have been recognized as one of 
Fortune Magazine’s 100 Best Companies To Work For®. This is a testament to our associates and the 
culture they have created.   
While affordability of used cars remains a challenge for consumers, our core operaƟonal foundaƟon is 
strong, and I believe we are well posiƟoned for the future. This fiscal year we sold approximately 1.3 
million vehicles through our retail and wholesale channels. We also bought 1.1 million vehicles from 
consumers and dealers. Across our diversified business model incorporaƟng retail, wholesale, finance, 
and Edmunds, we made a number of enhancements and expanded our ability to source, sell, and finance 
vehicles.   
In addition to improving the experience for our customers, 
this past year we also focused on reducing costs and 
unlocking efficiencies throughout the business. We were 
highly disciplined regarding our spend and investment levels 
and effectively managed SG&A without sacrificing the high 
level of quality service that our customers and associates 
expect from CarMax.   
Retail:  We conƟnued to improve our omni‐channel 
experience by uƟlizing technology to further empower 
customers in their purchasing journey. For example, we 
leveraged data science, automaƟon, and AI to make it even 
easier for customers to complete key transacƟon steps, like vehicle transfers, on their own. We also 
enhanced digital checkout funcƟonality for appraisal customers, enabling them to submit their 
documents remotely and unlocking their ability to parƟcipate in our 30‐minute Express Drop Off 
experience. This past year approximately 70% of our customers used one or more of our digital 
capabiliƟes and we are highly focused on creaƟng and implemenƟng new features that will ensure 
CarMax provides the most customer‐centric experience in the industry. 
Finance:  CarMax Auto Finance (CAF) performed well despite challenges posed by the persistence of 
higher interest rates, used vehicle affordability, and overall household economic pressures. I am very 
pleased with the success of our online mulƟ‐lender pre‐qualificaƟon tool, Finance Based Shopping (FBS), 
which allows customers to request financing approval online with no impact to credit scores and receive 
their decisions within minutes, empowering them to conveniently shop with personalized terms across 
our naƟonwide inventory. This seamlessly provides consumers with the informaƟon and capabiliƟes they 
 
2024 LeƩer to Shareholders 
“In addiƟon to improving 
the experience for our 
customers, this past year 
we also focused on 
reducing costs and 
unlocking efficiencies 
throughout the business.” 

need to shop for financing that best meets their budget, further differenƟaƟng CarMax’s customer‐
centric financing experience. Today, over 80% of our customers that start the financing process uƟlize 
this best‐in‐class pre‐qualificaƟon product.  
We have also established an online checkout and purchasing experience which integrates our financing 
process, allowing eligible customers to apply and accept finance offers online without the assistance of 
an associate. This past year we also added new lenders to the pre‐qualificaƟon plaƞorm, expanding the 
breadth and depth of offers available to our customers.   
Wholesale:  We deployed technology to modernize our wholesale aucƟon plaƞorm to offer new services 
including single sign‐on across all of our systems, AI enhanced condiƟon reports, early bidding 
capabiliƟes, and automated bills of sale. We also saw a 26% increase in buys from dealers through our 
MaxOffer product, which is a key component of our sourcing strategy and provides profitable 
incremental volume. I am pleased with how we conƟnue to strengthen this important part of our 
business and we will conƟnue to pursue strategies to expand our market reach, improve operaƟonal 
efficiencies, and enhance the aucƟon experience.   
Edmunds:  Edmunds conƟnues to be a vital component of achieving our strategic prioriƟes, and we are 
leveraging both CarMax’s and Edmunds’ industry‐leading capabiliƟes to the benefit of both companies.  
Over the past year, a key focus area was consumer educaƟon on Electric Vehicles (EVs).  CarMax’s goal is 
to be the number one seller of used EVs in the country, and although EVs currently represent roughly 1% 
of our overall sales, we are certain that will grow significantly over Ɵme. We know that some consumers 
feel as if they do not have sufficient informaƟon about EVs: specific models, baƩery life, and state and 
federal tax credits, for example. Therefore, Edmunds has created the EV Hub – an online resource that 
consolidates all the informaƟon that a potenƟal EV customer would need to make an informed decision. 
The site will be conƟnuously updated to provide leading‐edge informaƟon.   
In addiƟon to all these accomplishments, we are 
conƟnuing to advance our Corporate Social Responsibility 
(CSR) and Environmental, Social, and Governance efforts to 
ensure that CarMax remains a good corporate ciƟzen, a 
posiƟve contributor to the communiƟes where we live and 
work, and an industry leader on environmental issues. 
In FY24, The CarMax FoundaƟon and KABOOM! celebrated 
the construcƟon of our 100th playground, an 
accomplishment reflecƟng 13 years of partnership. AddiƟonally, this year we enhanced our partnership 
with Points of Light, a leading volunteer‐mobilizing nonprofit, to offer our associates more innovaƟve 
and impacƞul ways to support local communiƟes. This year marks another landmark for CarMax and The 
CarMax FoundaƟon, as together we have now donated more than $100 million to promote the growth 
and wellbeing of our local communiƟes since 2003.   
With regard to sustainability, the strategy that we approved in FY23 is bearing fruit. I’m pleased that in 
2023, CarMax was named one of the top 30 retailers of the Environmental ProtecƟon Agency’s Green 
Power Partnership. Renewable electricity accounts for 41.25% of our total electricity consumed, 
represenƟng a 16% increase from last year. We introduced our first all‐electric semi‐truck into CarMax’s 
logisƟcs fleet.  We also paved the way for increased EV sales with a cross‐funcƟonal innovaƟon team that 
has established test sites for new and exisƟng EV capabiliƟes. I encourage you to review our upcoming 
2024 Responsibility Report for more details on the progress we are making. 
“I believe that the future is 
bright for CarMax. Our 
core operaƟons are strong, 
and we are well posiƟoned 
to drive future growth.” 

All of CarMax’s success is made possible by our talented and dedicated associates. As menƟoned above, 
for 20 years in a row CarMax has been named one of Fortune's 100 Best Companies to Work For.  With 
empowering and supporƟng our associates in mind, fostering diversity, inclusion, and belonging has 
remained a central focus throughout the past year. I firmly believe that our constant focus on supporƟng 
our workplace culture is why we have conƟnued to grow over our 30 years in business.   
To our associates, thank you for everything you do to make us a great company and create an 
excepƟonal workplace. You are criƟcal to our long‐term success.  
I would also like to thank our shareholders for your conƟnued support and interest in CarMax. We 
appreciate your trust and confidence as we work through today’s challenges and advance toward our 
long‐term goals.   
Looking ahead, I am encouraged by the improvements we are driving across our business, and I am 
excited about our focus areas for fiscal 2025. I believe that the future is bright for CarMax. Our core 
operaƟons are strong, and we are well posiƟoned to drive future growth.   
 
Bill Nash 
 
President and Chief Executive Officer 
April 15, 2024 
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K 
(Mark One)
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 
1934 
For the fiscal year ended February 29, 2024 
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 
OF 1934
For the transition period from ____  to ____ 
Commission file number 001-31420 
CARMAX, INC. 
(Exact name of registrant as specified in its charter)
Virginia
54-1821055
(State or other jurisdiction of incorporation)
(I.R.S. Employer Identification No.)
12800 Tuckahoe Creek Parkway
Richmond, Virginia
23238
(Address of Principal Executive Offices)
(Zip Code)
(804) 747-0422 
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act: 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock
KMX
New York Stock Exchange
Securities registered pursuant to section 12(g) of the Act:  None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. 
Yes ☒ No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. 
Yes ☐ No ☒
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the 
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to 
file such reports); and (2) has been subject to such filing requirements for the past 90 days.  
Yes  ☒    No  ☐ 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every 
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) 
during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
 
 
 
 
 
 
Yes  ☒   No  ☐ 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a 
smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” 
in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
 
 
 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period 
for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  
☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the 
effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 
7262(b)) by the registered public accounting firm that prepared or issued its audit report.   
 
              ☒
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the 
registrant included in the filing reflect the correction of an error to previously issued financial statements.               
☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-
based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to 
§240.10D-1(b).   
 
 
 
 
 
 
 
 
 
 
☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes  ☐   No  ☒
The aggregate market value of the registrant’s common stock held by non-affiliates as of August 31, 2023, computed by 
reference to the closing price of the registrant’s common stock on the New York Stock Exchange on that date, was 
$12,959,000,271.
On April 11, 2024, there were 157,387,560 outstanding shares of CarMax, Inc. common stock. 
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the CarMax, Inc. Notice of 2024 Annual Meeting of Shareholders and Proxy Statement are incorporated by 
reference in Part III of this Form 10-K.
 
Auditor Name:
KPMG LLP
Auditor Location: Richmond, VA
Auditor Firm ID:
185

CARMAX, INC.
FORM 10-K
FOR FISCAL YEAR ENDED FEBRUARY 29, 2024 
TABLE OF CONTENTS
 
 
 
 
 
Page 
No.
PART I
Item 1.
 Business
 
5
Item 1A.
 Risk Factors
 
12
Item 1B.
 Unresolved Staff Comments
 
20
Item 1C.
Cybersecurity
20
Item 2.
 Properties
 
21
Item 3.
 Legal Proceedings
 
22
Item 4.
 Mine Safety Disclosures
 
22
 
 Executive Officers of the Company
 
22
PART II
Item 5.
 
Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases
of Equity Securities
 
24
Item 6.
 [Reserved]
 
25
Item 7.
 Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
26
Item 7A.
 Quantitative and Qualitative Disclosures about Market Risk
 
41
Item 8.
 Consolidated Financial Statements and Supplementary Data
 
43
Item 9.
 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
 
84
Item 9A.
 Controls and Procedures
 
84
Item 9B.
 Other Information
 
84
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
84
PART III
Item 10.
 Directors, Executive Officers and Corporate Governance
 
85
Item 11.
 Executive Compensation
 
85
Item 12.
 
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
 
85
Item 13.
 Certain Relationships and Related Transactions and Director Independence
 
85
Item 14.
 Principal Accountant Fees and Services
 
85
PART IV
Item 15.
 Exhibits and Financial Statement Schedules
 
86
Item 16.
Form 10-K Summary
88
 
 Signatures
 
89
3

PART I
In this document, “we,” “our,” “us,” “CarMax” and “the company” refer to CarMax, Inc. and its wholly owned subsidiaries, 
unless the context requires otherwise.
FORWARD-LOOKING AND CAUTIONARY STATEMENTS
This Annual Report on Form 10-K and, in particular, the description of our business set forth in Item 1 and our Management’s 
Discussion and Analysis of Financial Condition and Results of Operations set forth in Item 7 contain forward-looking 
statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of 
the Securities Exchange Act of 1934, as amended (“Exchange Act”), including statements regarding:
•
Our projected future sales and market share growth, comparable store sales growth, margins, tax rates, earnings, CarMax 
Auto Finance income and earnings per share. 
•
Our business strategies.
•
Our expectations for strategic investments.
•
Our expectations of factors that could affect CarMax Auto Finance income. 
•
Our expected future expenditures, cash needs, and financing sources. 
•
Our expected capital structure, stock repurchases and indebtedness.
•
The projected number, timing and cost of new location openings. 
•
Our gross profit margin, inventory levels and ability to leverage selling, general and administrative and other fixed costs. 
•
Our sales and marketing plans. 
•
The capabilities of our proprietary information technology systems and other systems. 
•
Our assessment of the potential outcome and financial impact of litigation and the potential impact of unasserted claims. 
•
Our assessment of competitors and potential competitors.
•
Our expectations for growth in our markets and business sectors. 
•
Our assessment of the effect of recent regulations, legislation and accounting pronouncements.
In addition, any statements contained in or incorporated by reference into this report that are not statements of historical fact 
should be considered forward-looking statements.  You can identify these forward-looking statements by the use of words such 
as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “outlook,” “plan,” “positioned,” “predict,” “should,” 
“target,” “will” and other similar expressions, whether in the negative or affirmative.  We cannot guarantee that we will achieve 
the plans, intentions or expectations disclosed in the forward-looking statements.  There are a number of important risks and 
uncertainties that could cause actual results to differ materially from those indicated by our forward-looking statements.  These 
risks and uncertainties include, without limitation, those set forth in Item 1A under the heading “Risk Factors.”  We caution 
investors not to place undue reliance on any forward-looking statements as these statements speak only as of the date when 
made.  We disclaim any intent or obligation to update any forward-looking statements made in this report.
4

Item 1.  Business.
BUSINESS OVERVIEW
CarMax Background
CarMax, Inc. delivers an unrivaled customer experience by offering a broad selection of quality used vehicles and related 
products and services at competitive, no-haggle prices using a customer-friendly sales process.  We are the nation’s largest 
retailer of used cars, and we sold 765,572 used vehicles at retail during the fiscal year ended February 29, 2024.  We are also 
one of the nation’s largest operators of wholesale vehicle auctions, with 546,331 vehicles sold during fiscal 2024, and one of 
the nation’s largest providers of used vehicle financing, servicing approximately 1.1 million customer accounts in our 
$17.39 billion portfolio of managed receivables as of February 29, 2024.  Our omni-channel platform, which gives us the 
largest addressable market in the used car industry, empowers our retail customers to buy a car on their terms – online, in-store 
or an integrated combination of both.
CarMax was incorporated under the laws of the Commonwealth of Virginia in 1996.  CarMax, Inc. is a holding company and 
our operations are conducted through our subsidiaries.  Under the ownership of Circuit City Stores, Inc. (“Circuit City”), we 
began operations in 1993 with the opening of our first CarMax store in Richmond, Virginia.  On October 1, 2002, the CarMax 
business was separated from Circuit City through a tax-free transaction, becoming an independent, publicly traded 
company.  As of February 29, 2024, we operated 245 used car stores in 109 U.S. television markets.  Our home office is located 
at 12800 Tuckahoe Creek Parkway, Richmond, Virginia.
On June 1, 2021, we completed the acquisition of Edmunds Holding Company (“Edmunds”), one of the most well established 
and trusted online guides for automotive information and a recognized leader in digital car shopping innovations.  With this 
acquisition, CarMax has enhanced its digital capabilities and further strengthened its role and reach across the used auto 
ecosystem while adding exceptional technology and creative talent.
CarMax Business
We operate in two reportable segments:  CarMax Sales Operations and CarMax Auto Finance (“CAF”).  Our CarMax Sales 
Operations segment consists of all aspects of our auto merchandising and service operations, excluding financing provided by 
CAF.  Our CAF segment consists solely of our own finance operation that provides financing to customers buying retail 
vehicles from CarMax.  Our consolidated financial statements include the financial results related to our Edmunds business, 
which does not meet the definition of a reportable segment.
CarMax Sales Operations.  Our CarMax Sales Operations segment sells used vehicles, purchases used vehicles from customers 
and other sources, sells related products and services, and arranges financing options for customers, all for competitive, no-
haggle prices.  We enable our customers to separately evaluate each component of the sales process based on comprehensive 
information about the terms and associated prices of each component.  Customers can accept or decline any individual element 
of the offer without affecting the price or terms of any other component of the offer.
Purchasing a Vehicle: 
The vehicle purchase process at CarMax differs fundamentally from the traditional auto retail experience.  Our no-haggle 
pricing removes a frequent customer frustration with the purchase process and allows customers to shop for vehicles the same 
way they shop for other consumer products.  Our omni-channel platform further empowers our customers to buy a car on their 
own terms – online, in-store or an integrated combination of both.
Our omni-channel platform provides multiple ways for our customers to interact with us, including completely online.  A 
customer may interact with our customer experience consultants via phone, text messages or chat.  These employees are paid a 
fixed hourly rate and receive incentive bonuses based on their ability to effectively progress the customer through their car-
buying journey.  Customers may also interact in-person with our sales consultants who are generally paid commissions on a 
fixed dollars-per-unit standard, thereby earning the same commission regardless of the vehicle being sold, the amount a 
customer finances or the related interest rate.  These pay structures align our associates’ interests with those of our customers, in 
contrast to other dealerships where sales and finance personnel may receive higher commissions for negotiating higher prices 
and interest rates, or steering customers to vehicles with higher gross profits.
We recondition every used vehicle we retail to meet our CarMax Quality Certified standards, and each vehicle must pass an 
inspection before being offered for sale.  We stand behind every used vehicle we sell with our Love Your Car Guarantee.  This 
guarantee gives customers the ability to take 24-hour test drives before committing to purchase as well as provides a 30-
day/1,500 mile money-back guarantee and a 90-day/4,000-mile limited warranty.  In May 2024, we will replace our 30-day 
5

money-back guarantee with a 10-day money-back guarantee.  Our CarMax Quality Certified standards were developed 
internally by CarMax and are not affiliated with any third party or original equipment manufacturer program.
We maximize customer choice by offering a large selection of inventory on our lots and by making our nationwide inventory 
available for viewing on carmax.com as well as our mobile app.  As of February 29, 2024, we had approximately 64,000 
saleable retail vehicles in our inventory.  Vehicles in-transit or on customer hold are not visible on our website.  Upon request 
by a customer, we will transfer virtually any used vehicle in our inventory.  This gives CarMax customers access to a much 
larger selection of vehicles than any traditional auto retailer.  In fiscal 2024, approximately 36% of our vehicles sold were 
transferred at customer request.
Selling us a Vehicle:
We have separated the practice of trading in a used vehicle in conjunction with the purchase of another vehicle into two distinct 
and independent transactions.  We will appraise a customer’s vehicle in-person free of charge and make a written, guaranteed 
offer to buy that vehicle regardless of whether the owner is purchasing a vehicle from us.  This no-haggle offer is good for 
seven days.  We also provide online instant appraisal offers, which quickly give customers an offer on their vehicle.  The 
success of these offerings strengthens our leadership position as the largest used vehicle buyer from consumers in the U.S.
Vehicle purchases are also made through MaxOffer, our digital appraisal product for dealers.  We leverage the Edmunds sales 
team to open new markets and sign-up new dealers for MaxOffer.
In fiscal 2024, we purchased approximately 1.1 million vehicles from consumers and dealers.
Based on age, mileage or condition, approximately half of the vehicles acquired through our appraisal processes meet our retail 
standards.  Those vehicles that do not meet our retail standards are sold to licensed dealers through our wholesale 
auctions.  Unlike many other auto auctions, we own all the vehicles that we sell in our auctions, which allows us to maintain a 
high auction sales rate.  This high sales rate, combined with dealer-friendly practices, makes our auctions an attractive source of 
vehicles for licensed dealers.  We continue to further enhance our auction products to improve dealer experiences.  For fiscal 
2024, our average auction sales rate was approximately 97%.
Financing a Vehicle:
The availability of financing is a critical component of the vehicle purchase process, and having an array of finance sources 
increases approvals, expands access to financing for our customers and mitigates risk to CarMax.  Our finance program 
accommodates customers across a wide range of the credit spectrum through both CAF and third-party providers.  We believe 
that our processes and systems, transparency of pricing, and vehicle quality, as well as the integrity of the information collected 
at the time the customer applies for credit, enable CAF and our third-party providers to make underwriting decisions in a unique 
and advantageous environment distinct from the traditional auto retail environment.  All finance offers, whether from CAF or 
our third-party providers, are backed by a 3-day payoff option, which allows customers to refinance their loan with another 
finance provider within three business days at no charge. 
We offer pre-qualification and finance-based shopping products nationwide, which are supported by CAF and multiple third-
party providers.  These products enable customers to request pre-qualification online with no impact to credit scores and receive 
their decisions and terms within minutes, empowering them to conveniently shop with their personalized, pre-qualification 
terms across our nationwide inventory.  These products seamlessly provide consumers with the information and capabilities 
they need to shop for financing that best meets their budget and needs, further differentiating CarMax’s customer-centric 
financing experience.  Over 80% of our customers use our online finance-based shopping tool as they begin the credit process.  
We have also established an online checkout and purchasing experience, which integrates our financing process, allowing 
eligible customers to apply and accept finance offers online without the assistance of an associate.  We continue to enhance and 
further expand these products and experiences.
Related Products and Services:
We provide customers with a range of other related products and services, including extended protection plan (“EPP”) products 
and vehicle repair service.  EPP products include extended service plans (“ESPs”) and guaranteed asset protection (“GAP”), 
which is designed to cover the unpaid balance on an auto loan in the event of a total loss of the vehicle or unrecovered theft.  
Our ESP customers have access to vehicle repair service at each CarMax store and at thousands of independent and franchised 
service providers.  We believe that the broad scope of our ESPs helps promote customer satisfaction and loyalty, and thus 
increases the likelihood of repeat and referral business.  In fiscal 2024, approximately 58% of the customers who purchased a 
retail used vehicle also purchased an ESP and approximately 16% purchased GAP.
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CarMax Auto Finance.  CAF provides financing solely to customers buying retail vehicles from CarMax.  CAF allows us to 
manage our reliance on third-party finance providers and to leverage knowledge of our business to provide qualifying 
customers a competitive financing option.  CAF utilizes proprietary scoring models based upon the credit history and other 
credit data of the customer along with CAF’s historical experience to predict the likelihood of customer repayment.  Because 
CAF offers financing solely to CarMax customers, our scoring models are optimized for the CarMax channel.  We believe CAF 
enables us to capture additional profits, cash flows and sales.  After the effect of 3-day payoffs and vehicle returns, CAF 
financed 42.9% of our retail used vehicle unit sales in fiscal 2024.
CAF also services all auto loans it originates and is responsible for providing billing statements, collecting payments, 
maintaining contact with delinquent customers, and arranging for the repossession of vehicles securing defaulted loans. 
Competition 
CarMax Sales Operations.  The U.S. used car marketplace is highly fragmented, and we face competition from franchised 
dealers, who sell both new and used vehicles; online and mobile sales platforms; independent used car dealers; and private 
parties.  According to industry sources, as of December 31, 2023, there were over 18,000 franchised dealers in the U.S., who 
sell the majority of late-model used vehicles.  Competition in our industry has evolved with the adoption of online platforms 
and marketing tools, all of which facilitate increased competition.
Based on industry data, there were approximately 37 million used cars sold in the U.S. in calendar 2023, of which 
approximately 19 million were estimated to be age 0- to 10-year old vehicles.  While we are the largest retailer of used vehicles 
in the U.S., in calendar 2023, we estimate we sold approximately 3.7% of the age 0- to 10-year old vehicles sold on a 
nationwide basis, a decrease from 4.0% in calendar 2022.  Market share performance in calendar 2023 was negatively impacted 
by sharp vehicle depreciation in the used car industry and our focus on profitable market share.  Our market share is generally 
correlated to the length of time we have operated in a given market.  
We believe that our principal competitive advantages in used vehicle retailing include our ability to provide a high degree of 
customer satisfaction with the car-buying experience by virtue of our competitive, no-haggle prices and our customer-friendly 
sales process; our breadth of selection of the most popular makes and models available; the quality of our vehicles; our 
proprietary information systems; the transparency and availability of CAF and third-party financing; the locations of our retail 
stores; and our commitment to evolving our car-buying experience to meet customers’ changing expectations.  We believe our 
omni-channel platform reinforces our competitive advantages as it empowers customers to buy a car on their own terms, 
whether online, in-store or through an integrated combination of online and in-store experiences.  Our diversified business 
model, combined with our exceptional associates and unparalleled omni-channel experience, is a unique advantage in the used 
car industry that firmly positions us to drive profitable market share gains while creating shareholder value over the long-term.
In addition, we believe our willingness to appraise and purchase a customer’s vehicle, whether or not the customer is buying a 
car from us, provides a competitive sourcing advantage for retail vehicles.  Our high volume of appraisal purchases, which has 
increased further with the rollout of our instant appraisal offers and MaxOffer, supplies not only a large portion of our retail 
inventory, but also provides the scale that enables us to conduct our own wholesale auctions to dispose of vehicles that do not 
meet our retail standards.
Our wholesale auctions compete with other automotive in-person and online auctions.  These competitors auction vehicles of all 
ages, while CarMax’s auctions predominantly sell older, higher mileage vehicles.  Our wholesale auctions were primarily 
conducted virtually during fiscal 2024.
CarMax Auto Finance.  CAF operates and is a significant participant in the auto finance sector of the consumer finance 
market.  This sector is primarily comprised of banks, captive finance divisions of new car manufacturers, credit unions and 
independent finance companies.  According to industry sources, this sector represented more than $1.6 trillion in outstanding 
receivables as of December 31, 2023.  CAF’s primary competitors are banks and credit unions that offer direct financing to 
customers purchasing used cars.  
We believe that CAF’s principal competitive advantage is its strategic position as the primary finance source for CarMax 
customers, and that CAF’s primary driver for growth is the growth in CarMax’s retail used unit sales.  We periodically test 
different credit offers and closely monitor acceptance rates and the effect on sales to assess market competitiveness.  We also 
monitor 3-day payoffs, as the percentage of customers exercising this option can be an indication of the competitiveness of our 
offer.
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Products and Services
Retail Merchandising.  We offer customers a broad selection of makes and models of used vehicles, including domestic, 
imported and luxury vehicles, as well as hybrid and electric vehicles (“EV”), at competitive prices.  Our focus is vehicles that 
are 0 to 10 years old; over the past three fiscal years, these vehicles generally ranged in price from $14,000 to $49,000.  The 
mix of our used vehicle inventory by make, model and age will vary from time to time, depending on consumer preferences, 
seasonality and market pricing and availability.
Wholesale Auctions.  The typical vehicle sold at our wholesale auctions is approximately 10 years old and has more than 
100,000 miles.  We provide condition disclosures on each vehicle, including those for vehicles with major mechanical issues, 
possible frame or flood damage, branded titles, salvage history and unknown true mileage.  Professional, licensed auctioneers 
conduct our auctions.  Dealers pay a fee to us based on the sales price of the vehicles they purchase.  Our auctions are generally 
held on a weekly or bi-weekly basis.  
Extended Protection Plans.  In conjunction with the sale of a vehicle, we offer customers EPP products.  We receive revenue 
for selling these plans on behalf of unrelated third parties, who are the primary obligors.  We have no contractual liability to 
customers for claims under these agreements.  The ESPs we currently offer on all used retail vehicles provide coverage up to 60 
months (subject to mileage limitations).  GAP covers the customer for the term of their finance contract.  The EPPs that we sell 
have been designed to our specifications and are administered by the third parties through private-label arrangements.  
Periodically, we may receive profit-sharing revenues based upon the performance of the ESP policies administered by third 
parties.  As of February 29, 2024, our third-party ESP providers included Assurant, Inc., CNA National Warranty Corporation 
and Fidelity Warranty Services, Inc.  Our third-party GAP provider as of February 29, 2024 was Safe-Guard Products 
International LLC.
Reconditioning and Service.  An integral part of our used car consumer offer is the reconditioning process designed to make 
sure every car meets our internal standards before it can become a CarMax Quality Certified vehicle.  This process includes an 
inspection of the engine and all major systems.  Based on this inspection, we determine the reconditioning necessary to bring 
the vehicle up to our internal quality standards.  Many of our stores depend upon nearby, typically larger, CarMax stores for 
reconditioning, which increases efficiency and reduces overhead.  We perform most routine mechanical and minor body repairs 
in-house; however, for some reconditioning services, including, but not limited to, services related to manufacturer’s 
warranties, we engage third parties specializing in those services.  CarMax does not have manufacturer authorization to 
complete recall-related repairs, and some vehicles CarMax sells may have unrepaired safety recalls.  However, safety recall 
information, as reported by the National Highway Traffic Safety Administration, is available on our website, and we review any 
unrepaired safety recall information with our used vehicle customers before purchase.
All CarMax used car stores provide vehicle repair service, including repairs of vehicles covered by the ESPs we sell.  
Additionally, we have partnered with third-party auto service and repair providers.  Through these partnerships, our customers 
have access to a nationwide network of trusted, quality and fair-priced service and repair locations.
Customer Credit.  We offer financing alternatives for retail customers across a wide range of the credit spectrum through CAF 
and arrangements with several financial institutions.  Vehicles are financed using retail installment contracts secured by the 
vehicle.  As of February 29, 2024, our network of third-party finance providers included Ally Financial, American Credit 
Acceptance, Capital One Auto Finance, Chase Auto Finance, Exeter Finance Corp., Santander Consumer USA and Westlake 
Financial Services.  We have no recourse liability for credit losses on retail installment contracts arranged and held by third-
party providers, and we periodically test additional third-party providers.
Generally, credit applications submitted by customers to CarMax are initially reviewed by CAF using our proprietary 
underwriting standards.  Based on that review, CAF makes financing offers designed to create a loan portfolio that meets our 
targeted risk profile in the aggregate.  Applications that CAF declines or approves with conditions are generally evaluated by 
other third-party finance providers.  Third-party providers generally either pay us or are paid a fixed, pre-negotiated fee per 
contract.  We refer to the providers who generally pay us a fee or to whom no fee is paid as Tier 2 providers, and we refer to 
providers to whom we pay a fee as Tier 3 providers.  We are willing to pay a fee to Tier 3 providers because we believe their 
participation provides us with incremental sales by enabling customers to secure financing that they may not otherwise be able 
to obtain.  All fees either received or paid are pre-negotiated at a fixed amount and do not vary based on the amount 
financed, the interest rate, the term of the loan or the loan-to-value ratio.  CAF also provides financing for a small percentage of 
customers who would typically be financed by a Tier 2 or Tier 3 provider.
We do not offer financing to dealers purchasing vehicles at our wholesale auctions.  However, we have made arrangements to 
have third-party financing available to our auction customers.
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Suppliers for Used Vehicles 
We acquire a significant percentage of our retail used vehicle inventory directly from consumers through our in-store and online 
appraisal processes, as well as through local, regional and online auctions.  We also acquire used vehicle inventory from 
wholesalers, franchised and independent dealers and fleet owners, such as leasing companies and rental companies.  Instant 
offer, our online consumer-facing appraisal tool, as well as MaxOffer, our digital appraisal product for dealers, have 
significantly driven the increase in our vehicle purchases.  The buy rate for customers who engage with us after first receiving 
an online instant appraisal offer is typically higher than through our traditional appraisal lane.  The used vehicle inventory we 
acquire directly from consumers through our appraisal process helps provide an inventory of makes and models that reflects 
consumer preferences in each market. 
The supply of late-model used vehicles is influenced by a variety of factors, including the total number of vehicles in operation; 
the volume of new vehicle sales, which in turn generate used car trade-ins; and the number of used vehicles sold or remarketed 
through retail channels, wholesale transactions and at automotive auctions.  According to industry sources, there were 
approximately 289 million light vehicles in operation in the U.S. as of December 31, 2023.  During calendar year 2023, it is 
estimated that approximately 15 million new cars and 37 million used cars were sold at retail, many of which were 
accompanied by trade-ins, and approximately 10 million wholesale vehicles were sold at auctions and through other channels.
Based on the large number of vehicles remarketed each year, consumer acceptance of our appraisal process, our experience and 
success in acquiring vehicles from auctions and other sources, and the large size of the U.S. auction market relative to our 
needs, we believe that sources of used vehicles will continue to be sufficient to meet our current and future needs.
Seasonality
Historically, our business has been seasonal.  Our stores typically experience their strongest traffic and sales in the spring and 
summer, with an increase in traffic and sales in February and March, coinciding with federal income tax refunds.
Technology 
We leverage a combination of cloud-based solutions and proprietary technologies to run our operations.  We have a strong 
software engineering discipline and we have adopted Agile, DevOps, Lean and other leading digital delivery practices.  
Technology teams are tightly integrated with the rest of the business and are embedded within our cross-functional “Product” 
teams.  Our Product teams use a “test and learn” approach to iterate and deploy new technology-enabled experiences to our 
associates and customers.  We use advanced data science, artificial intelligence and machine learning capabilities to optimize 
our business and the customer experience.  Our business is supported by digital and mobile technologies that provide enhanced 
customer experience while enabling highly integrated automation of all operating functions, including credit processing and 
supply chain management.  Buyers and sales consultants are equipped with mobile and centralized tools that allow them to 
access real-time information to better serve our customers.  Our proprietary digital technology provides our management with 
real-time information about many aspects of our omni-channel operations, such as inventory management, pricing, vehicle 
transfers, wholesale auctions and sales consultant productivity.  Real-time access to a complete view of our customer 
interactions from omni-channel allows our associates to provide a tailored and differentiated experience to our customers.  In 
addition, through our systematic integrations with our third-party finance partners, we are able to provide our finance-based 
shopping experience.  We continue to build our technologies to expand our reach and integrate CarMax into a broader 
ecosystem of partnerships.
Our proprietary centralized inventory management and pricing system tracks each vehicle throughout the sales process and 
allows us to buy the mix of makes, models, age, mileage and price points tailored to customer buying preferences at each 
CarMax location.  Leveraging our thirty years of experience buying and selling millions of used vehicles, our system generates 
recommended initial retail price points, as well as retail price markdowns for specific vehicles based on algorithms that account 
for factors including sales history, consumer interest and seasonal patterns.  We believe this systematic approach to vehicle 
pricing allows us to optimize inventory turns, which reduces the depreciation risk inherent in used cars and helps us to achieve 
our targeted gross profit dollars per unit.  Because of the pricing discipline afforded by our inventory management and pricing 
system, generally 99% of our entire used car inventory offered at retail is sold at retail.
Marketing and Advertising
Our marketing strategies are focused on driving customer growth through building awareness and affinity for the brand and 
acquiring in-market shoppers and sellers.  These strategies are implemented through a broad range of media including, but not 
limited to, traditional broadcast, digital, search, social, out-of-home, sports sponsorships and newer influencer and activation 
programs.  Our website and related mobile app received an average of 34 million monthly visits during fiscal 2024 and are a 
critical part of the customer’s journey, allowing them to learn about CarMax, explore our full inventory in real time, initiate 
vehicle transfers, apply for financing pre-qualification, receive an appraisal offer and even buy a car fully online.  Our survey 
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data indicates that during fiscal 2024, approximately 95% of customers who purchased a vehicle from us had first visited us 
online.  In addition, approximately 70% of our customers leveraged some or all of our digital capabilities to complete their 
transactions in fiscal 2024.  We believe consumers in the used car industry will increasingly prefer to have the ability to shop 
and transact digitally. 
In fiscal 2024, we continued building the CarMax brand through new creative campaigns promoting our omni-channel platform 
as well as brand reassurance messaging, highlighting our money back guarantee and up-front pricing.  We launched a new 
campaign with the NBA/WNBA alongside the announcement of CarMax as the newest WNBA Changemaker.  In addition, we 
launched our Never Settle campaign, encouraging customers to never settle for less than the CarMax experience when buying 
or selling a car.  We also continued our multi-year partnership with the NWSL.  As part of this partnership, CarMax is the 
presenting sponsor of the NWSL Shield, awarded to the club with the best regular season record.
Human Capital Resources
CarMax’s purpose, to drive integrity by being honest and transparent in every interaction, is brought to life each day by our 
associates’ commitment to living our core values.  We recognize that our associates are the key to our success, and we are 
proud to provide an award-winning workplace where we value the diversity and contribution of all associates and foster a 
culture where associates can achieve their career goals.  Our associates are further guided by the policies and procedures we 
have in place to ensure everyone is treated with respect and has opportunities to reach their full potential.  
On February 29, 2024, we had a total of 29,836 full- and part-time associates, of which 970 work in our CAF segment and 473 
work for our Edmunds business.  We had 25,122 hourly and salaried associates, as well as 3,077 in-store sales associates, 1,525 
sales associates in our Customer Experience Centers (“CECs”) and 112 Edmunds sales associates.  Our in-store sales associates 
predominantly work on a commission basis while our CEC sales associates are hourly employees who are incentive eligible.  
We employ additional associates during peak selling seasons.  No associate is subject to a collective bargaining agreement.  We 
annually review our pay in each geographic market to ensure we are providing a fair and competitive wage.  As of February 29, 
2024, all our associates were paid above the applicable minimum wage.  We offer a broad range of benefits to our associates, 
including health benefits for full-time associates.
Throughout the implementation of our omni-channel car buying experience, the shape of our workforce has evolved and the 
number of technology, product and data science associates has increased.  As of February 29, 2024, we had 1,469 technology, 
product and data science associates.  In response, we created a rotational program for college technology hires and implemented 
a technology and data science reskilling program.  All roles working on our innovation efforts are eligible for equity or equity-
based grants through our standard compensation plan, which serve as a meaningful engagement and retention tool.  We believe 
this evolution in our workforce has been and will continue to be critical to the development of our technology platforms and 
strategic initiatives.
Our commitment to our associates is reflected in our fair and broad-based compensation packages and benefit programs, our 
continuous investment in talent acquisition, engagement, and development activities, and our comprehensive safety and security 
program.  We review pay equity annually based on objective factors such as position, tenure, and location.  If we find 
discrepancies that cannot be explained by these objective factors, we make appropriate adjustments.  Our commitment is to 
provide equal pay for comparable work regardless of gender, age, race or ethnicity.
We have been recognized for 20 consecutive years as one of Fortune magazine’s 100 Best Companies to Work For® and have 
also been recognized as one of Training magazine’s “Training APEX Award” recipients for 17 years in a row.  These awards 
reflect our ability to provide associates with the tools and environment they need to succeed and grow in their careers.  We have 
an Associate Experience Team and a cross-functional Associate Experience Advisory Group dedicated to ensuring an inclusive 
and engaging workplace.  We also continued to measure engagement via biannual associate voice surveys, and across the 
company, teams created focused plans to continually improve engagement based on survey results.  Our goal is to achieve 
world-class associate engagement and responding to associate feedback enables us to focus on the issues that matter to our 
associates.
Diversity and Inclusion.  The CarMax culture of diversity and inclusion is built on a foundation of integrity and respect, and 
we value the diverse backgrounds and perspectives our associates bring to locations across the country.  Our commitment to 
diversity and inclusion is based on a company vision to ensure everyone, everywhere has the opportunity to reach their full 
potential.
Our diversity and inclusion governance model includes a council as well as an executive steering committee, of which the CEO 
is a member.  We also have a Corporate Social Responsibility (“CSR”) team, led by our Vice President, CSR.  The CSR team 
includes, in part, the Community Relations, Diversity and Inclusion and Internal Communications teams.
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We have a company-wide associate training program on diversity and inclusion.  This program includes required trainings for 
all associates, with a completion rate of over 90% in fiscal 2024.  Our board of directors participated in this training as well, 
with a 100% completion rate in fiscal 2024.  The program also includes additional self-service training and learning materials as 
well as leader perspective videos and discussion guides to aid team conversations.
We remain committed to fostering a work environment that celebrates diversity and operates in an all-inclusive manner for 
associates, and which authentically reflects our value of putting people first.  We celebrate and champion a broad diversity of 
individuals, perspectives, and ideas, which we believe meaningfully strengthens our ability to innovate and continue expanding 
the value we provide customers.
Foundational principles are formalized in both our diversity and inclusion framework and our commitment to diversity policy.  
Our vision is to provide everyone, everywhere with the same opportunities to reach their full potential.  This commitment 
extends to every facet of our business interactions, from associates within CarMax to job applicants, customers, vendors, 
shareholders, and business partners, to ensure everyone is treated fairly and impartially. 
We consider a wide set of different suppliers when conducting business, including small, local businesses.  These businesses 
are vital to their respective communities and help CarMax build resiliency in every area we operate.  Accordingly, we have 
revamped our external supplier inclusion webpage, where potential suppliers can register with CarMax, enabling us to better 
identify suppliers for specific procurement opportunities.  Maintaining a diversified supplier base remains essential to CarMax’s 
strategy of mitigating sourcing risks and remaining resilient.
We plan to publish our 2024 Responsibility Report in May 2024, where we will further describe our broader environmental, 
social and governance efforts. 
Intellectual Property
Our brand image is a critical element of our business strategy.  We rely on trademarks, domain names and copyrights to protect 
core aspects of CarMax’s look and feel.  Innovation and technology also play an increasingly vital role in all aspects of the 
business.  We actively pursue appropriate intellectual property protection for our state-of-the-art work by filing patent 
applications in areas ranging from vehicle reconditioning and digital merchandising to image capture, online shopping 
innovations and search engine optimization.
Laws and Regulations
Vehicle Dealer and Other Laws and Regulations.  We operate in a highly regulated industry.  In every state in which we 
operate, we must obtain licenses and permits to conduct business, including dealer, service, sales, transportation and finance 
licenses issued by state and local regulatory authorities.  A wide range of federal, state and local laws and regulations govern 
the manner in which we conduct business, including logistics, advertising, sales, financing and employment practices.  These 
laws include consumer protection laws and privacy laws, as well as other laws and regulations applicable to motor vehicle 
dealers.  These laws also include federal and state wage-hour, anti-discrimination and other employment practices laws.  Our 
financing activities with customers are subject to federal truth-in-lending, consumer leasing, equal credit opportunity and fair 
credit reporting laws and regulations, as well as state and local motor vehicle finance, collection, repossession and installment 
finance laws.  Our activities are subject to oversight by the Federal Trade Commission and other federal and state regulators, 
and our financing activities are also subject to enforcement by the Consumer Financial Protection Bureau (“CFPB”).
The CFPB has supervisory authority over large nonbank auto finance companies, including CAF.  The CFPB uses this authority 
to conduct supervisory examinations to ensure compliance with various federal consumer protection laws. 
Claims arising out of actual or alleged violations of law could be asserted against us by individuals or governmental authorities 
and could expose us to significant damages or other penalties, including revocation or suspension of the licenses necessary to 
conduct business and fines.
We may also be subject, from time to time, to laws, regulations, and other governmental actions instituted in response to public 
health emergencies.  Among other things, these actions have required and may continue to require, in many localities, store 
occupancy restrictions, store closures and restrictions on in-person wholesale auctions.
Environmental Laws and Regulations.  We are subject to a variety of federal, state and local laws and regulations that pertain 
to the environment.  Our business involves the use, handling and disposal of hazardous materials and wastes, including motor 
oil, gasoline, solvents, lubricants, paints and other substances.  We are subject to compliance with regulations concerning, 
among other things, the operation of underground and above-ground gasoline storage tanks, gasoline dispensing equipment, 
above-ground oil tanks and automotive paint booths.
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AVAILABILITY OF REPORTS AND OTHER INFORMATION
The following items are available free of charge on our website through the “Financials” link on our investor relations home 
page at investors.carmax.com, shortly after we file them with, or furnish them to, the U.S. Securities and Exchange 
Commission (the “SEC”): annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy 
statements on Schedule 14A, and any amendments to those reports.  The following documents are also available free of charge 
on our website: Corporate Governance Guidelines, Code of Business Conduct, and the charters of the Audit, Nominating and 
Governance, Compensation and Personnel, and Technology and Innovation Committees.  We publish any changes to these 
documents on our website.  We also promptly disclose reportable waivers of the Code of Business Conduct on our 
website.  The contents of our website are not, however, part of this report.
Printed copies of these documents are also available to any shareholder, without charge, upon written request to our corporate 
secretary at the address set forth on the cover page of this report.
Item 1A.  Risk Factors.
We are subject to a variety of risks, the most significant of which are described below.  Our business, sales, results of operations 
and financial condition could be materially adversely affected by any of these risks.
BUSINESS RISKS
We operate in a highly competitive industry.  Failure to develop and execute strategies to remain the nation’s preferred 
retailer of used vehicles and to adapt to the increasing use of digital and online tools to market, buy, sell and finance used 
vehicles could adversely affect our business, sales and results of operations.
Automotive retailing is a highly competitive and highly fragmented business.  Our competition includes publicly and privately 
owned new and used car dealers and online and mobile sales platforms, as well as millions of private individuals.  Competitors 
buy and sell the same or similar makes of vehicles that we offer in the same or similar markets at competitive prices.  New car 
dealers leverage their franchise relationships with automotive manufacturers to brand certain used cars as “certified pre-
owned,” which could provide those competitors with an advantage over CarMax.
Retail Competition.  Some of our competitors have replicated or attempted to replicate portions of the consumer offer that we 
pioneered when we opened our first used car store in 1993, including our use of competitive, no-haggle prices and our 
commitment to buy a customer’s vehicle even if they do not purchase one from us.
Competitors using online focused business models, both for direct sales and consumer-to-consumer facilitation, could 
materially impact our business model.  Increased online used vehicle offerings and the growing consumer trend of buying 
vehicles online could make it more difficult for us to differentiate our customer offering from competitors’ offerings, could 
result in lower-than-expected retail margins, and could have a material adverse effect on our business, sales and results of 
operations.  Further, existing e-commerce businesses have and could continue to enter the online new and used vehicle markets, 
including companies with significantly more resources than CarMax that might be able to provide customers access to a greater 
inventory of vehicles while delivering a superior online experience.  If we fail to respond effectively to our existing and 
potential retail competitors, it could have a material adverse effect on our business, sales and results of operations. 
Online Facilitation.  In addition, our competitive standing is affected by companies, including search engines and online car 
marketplaces, that are not direct competitors but that may direct online traffic to the websites of competing automotive 
retailers.  The increasing activities of these companies could make it more difficult for carmax.com to attract traffic.  These 
companies could also make it more difficult for CarMax to otherwise market its vehicles online.
The increasing use of digital and online tools to facilitate consumers’ sales or trade-ins of their current vehicles could have a 
material adverse effect on our ability to source vehicles through our appraisal process, which in turn could have a material 
adverse effect on our vehicle acquisition costs and results of operations.  For example, online appraisal tools are available to 
consumers that generate offers and facilitate purchases by dealers other than CarMax. 
In addition, there are companies that sell software and data solutions to new and used car dealers to enable those dealers to, 
among other things, more efficiently source and price inventory.  Although these companies do not compete with CarMax, the 
increasing use of such products by dealers who compete with CarMax could reduce the relative competitive advantage of 
CarMax’s internally developed proprietary systems.
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If we fail to respond effectively to competitive pressures or to changes in the used vehicle marketplace, it could have a material 
adverse effect on our business, sales and results of operations.
CAF Competition.  Our CAF segment is subject to competition from various financial institutions, including banks and credit 
unions, which provide vehicle financing to consumers.  If we were unable to continue providing competitive finance offers to 
our customers through CAF, it could result in a greater percentage of sales financed through our third-party finance providers, 
which are generally less profitable to CarMax, or through other outside financing sources.  Moreover, if CAF competitors are 
able to attract potential customers before they visit CarMax, whether through competitive finance offers or ease of customer 
experience, they may be directed to retail options other than CarMax.  Accordingly, if CAF was unable to continue making 
competitive finance offers to our customers, or our finance competitors are able to successfully attract and redirect a 
disproportionate number of our potential customers, it could have a material adverse effect on our business, sales and results of 
operations.
Evolving Marketplace.  The marketplace for used vehicles may be impacted by the significant, and likely accelerating, changes 
to the broader automotive industry.  Increasing demand for EVs is driving the need to adapt our business to source, recondition 
and service EVs.  Technological changes, including the development of autonomous vehicles, new products and services, new 
business models, including subscription models, and new methods of travel could reduce automotive retail demand or disrupt 
our current business model.  If we fail to respond effectively to the evolving marketplace, it could have a material adverse effect 
on our business, sales and results of operations.
The automotive retail industry in general and our business in particular are sensitive to economic conditions.  These 
conditions could adversely affect our business, sales, results of operations and financial condition.
We are subject to national and regional U.S. economic conditions.  These conditions include, but are not limited to, recession, 
inflation, interest rates, unemployment levels, the state of the housing market, gasoline prices, consumer credit availability, 
consumer credit delinquency and loss rates, personal discretionary spending levels, and consumer sentiment about the economy 
in general.  These conditions and the economy in general have, and in the future may, be affected by significant national or 
international events such as a global health crisis (including the COVID-19 pandemic) or current geopolitical conditions 
(including the Israel-Hamas War and the Russia-Ukraine War).  When these economic conditions worsen or stagnate, it can 
have a material adverse effect on consumer demand for vehicles generally, demand from particular consumer categories or 
demand for particular vehicle types.  It can also negatively impact availability of credit to finance vehicle purchases for all or 
certain categories of consumers.  This could result in challenges to vehicle affordability, lower sales, decreased margins on units 
sold, and decreased profits for our CAF segment.  For example, vehicle affordability challenges that stem from widespread 
inflationary pressures, higher interest rates, tightened lending standards and prolonged low consumer confidence are the 
primary drivers behind the overall decrease in demand for used vehicles.  Worsening or stagnating economic conditions can 
also have a material adverse effect on the supply of late-model used vehicles, as automotive manufacturers produce fewer new 
vehicles and consumers retain their current vehicles for longer periods of time.  This could result in increased costs to acquire 
used vehicle inventory and decreased margins on units sold.
Any significant change or deterioration in economic conditions could have a material adverse effect on our business, sales, 
results of operations and financial condition.
Our business is dependent upon capital to operate, fund growth and support the activities of our CAF segment.  Changes in 
capital and credit markets could adversely affect our business, sales, results of operations and financial condition.
Changes in the availability or cost of capital and working capital financing, including the long-term financing to support the 
expansion of our store base and sales growth in existing stores, could adversely affect sales, operating strategies and store 
growth.  Although, in recent years, internally generated cash flows have generally been sufficient to maintain our operations 
and fund our growth, there can be no assurance that we will continue to generate sufficient cash for these purposes.  Failure to 
do so—or our decision to put our cash to other uses—would make us more dependent on external sources of financing to fund 
our growth.
Changes in the availability or cost of the long-term financing to support the origination of auto loans receivable through CAF 
could adversely affect sales and results of operations.  We use a securitization program to fund the majority of the auto loans 
receivable originated by CAF.  Changes in the condition of the asset-backed securitization market could lead us to incur higher 
costs to access funds in this market or require us to seek alternative means to finance CAF’s loan originations.  If this market 
ceased to exist and there were no immediate alternative funding sources available, we might be forced to curtail our lending 
practices for some period of time.  The impact of reducing or curtailing CAF’s loan originations could have a material adverse 
effect on our business, sales and results of operations.
13

Our revolving credit facility, term loans, senior unsecured notes and certain securitization and sale-leaseback agreements 
contain covenants and event-of-default or other performance triggers.  Any failure to comply with these covenants or 
performance triggers could have a material adverse effect on our business, results of operations and financial condition.
Disruptions in the capital and credit markets could adversely affect our ability to draw on our revolving credit facility or access 
our deposits generally.  If our ability to secure funds from the facility or our deposits were significantly impaired, our access to 
working capital would be impacted, our ability to maintain appropriate inventory levels could be affected and these conditions
—especially if coupled with a failure to generate significant cash flows—could have a material adverse effect on our business, 
sales, results of operations and financial condition.
CarMax was founded on the fundamental principle of integrity.  Failure to maintain a reputation of integrity and to 
otherwise maintain and enhance our brand could adversely affect our business, sales and results of operations.
Our reputation as a company that is founded on the fundamental principle of integrity is critical to our success.  Our reputation 
as a retailer offering competitive, no-haggle prices, a broad selection of CarMax Quality Certified used vehicles and superior 
customer service is also critical to our success.  If we fail to maintain the high standards on which our reputation is built, or if 
an event occurs that damages this reputation, it could adversely affect consumer demand and have a material adverse effect on 
our business, sales and results of operations.  Such an event could include an isolated incident at a single store, particularly if 
such incident results in adverse publicity, governmental investigations, or litigation and could involve, among other things, our 
sales process, our provision of financing, our reconditioning process, our treatment of customers or associates, our use of 
artificial intelligence, cultural brand positioning, or real or perceived vehicle quality and related injury.  Even the perception of 
a decrease in the quality of our brand could impact results. 
The use of social media has increased the speed with which information and opinions can be shared and thus the speed with 
which reputation can be affected.  We monitor social media and attempt to address customer concerns, provide accurate 
information and protect our reputation, but there can be no guarantee that our efforts will succeed.  If we fail to correct or 
mitigate misinformation or negative information, including information spread through social media or traditional media 
channels, about the vehicles we offer, our customer experience, or any aspect of our brand, it could have a material adverse 
effect on our business, sales and results of operations.
Our business is sensitive to changes in the prices of new and used vehicles.
Any significant changes in retail prices for new and used vehicles could have a material adverse effect on our sales and results 
of operations.  For example, if retail prices for used vehicles rise relative to retail prices for new vehicles, it could make buying 
a new vehicle more attractive to our customers than buying a used vehicle, which could have a material adverse effect on sales 
and results of operations and could result in decreased used margins.  Manufacturer incentives could contribute to narrowing 
this price gap.  In addition, any significant changes in retail or wholesale prices for used vehicles could have a material adverse 
effect on our results of operations by reducing margins.
Our business is dependent upon access to vehicle inventory and the parts used to recondition such inventory.  A failure to 
expeditiously liquidate that inventory—or obstacles to acquiring inventory, including parts—whether because of supply, 
competition, or other factors could have a material adverse effect on our business, sales and results of operations.
Used vehicle inventory is subject to depreciation risk.  CarMax has experienced, and may continue to experience, steep market 
depreciation of its vehicle inventory due to changes in economic conditions, which could result in reduced retail and wholesale 
margins.  The inability to liquidate excess inventory at prices that allow us to meet margin targets or to recover our costs could 
have a material adverse effect on our results of operations.
A reduction in the availability of, or access to, sources of inventory, including parts used to recondition inventory, also could 
have a material adverse effect on our business, sales and results of operations.
We source a significant percentage of our vehicles through our appraisal process, which includes our online instant appraisal 
offers, and these vehicles are generally more profitable for CarMax.  Accordingly, if we fail to adjust appraisal offers to stay in 
line with broader market trade-in offer trends, or fail to recognize those trends, it could adversely affect our ability to acquire 
inventory.  It could also force us to purchase a greater percentage of our inventory from third-party auctions, which is generally 
less profitable for CarMax.  Our ability to source vehicles through our appraisal process could also be affected by competition, 
both from new and used car dealers directly and through third parties driving appraisal traffic to those dealers.  See the risk 
factor above titled “We operate in a highly competitive industry” for discussion of this risk.  Our ability to source vehicles from 
14

third-party auctions could be affected by an increase in the number of closed auctions that are open only to new car dealers who 
have franchise relationships with automotive manufacturers.
Our failure to realize the benefits associated with our omni-channel platform could have a material adverse effect on our 
business, sales and results of operations.
We have made a considerable investment in our omni-channel platform and a failure to capture the benefits that we expect from 
the platform and our continued investments in enhancements to the platform could have a material adverse effect on our 
business, sales and results of operations.  We must anticipate and meet our customers’ expectations in an evolving retail 
industry.  Our business, sales and results of operations may be negatively affected if we fail to provide a high quality and 
consistent customer experience, regardless of sales channel, if our omni-channel platform does not meet customer expectations, 
or if we are unable to attract, retain and manage the personnel at various levels who have the necessary skills and experience we 
need to implement our omni-channel initiatives.
Our failure to manage our growth and the related challenges could have a material adverse effect on our business, sales and 
results of operations.
Our growth is dependent on the success of our omni-channel platform, opening stores in new and existing markets, continued 
sales growth and the build-out of our offsite production and auction facilities.  These enhancements and expansions place 
significant demands on our management team, our associates and our information systems.  If we fail to effectively or 
efficiently manage our growth, it could have a material adverse effect on our business, sales and results of operations.  Sales 
growth requires that we continue to effectively execute our business strategies and implement new and ongoing initiatives to 
elevate the experience of our customers.  See the risk factor above titled “Our failure to realize the benefits associated with our 
omni-channel platform could have a material adverse effect on our business, sales and results of operations” for more 
discussion of this risk.  The expansion of our store base and implementation of new initiatives also requires us to recruit and 
retain the associates necessary to support that expansion.  See the risk factor below titled “Our success depends upon the 
continued contributions of our associates” for discussion of this risk.  The expansion of our business also requires real 
estate.  Our inability to acquire or lease suitable real estate at favorable terms could limit our expansion and could have a 
material adverse effect on our business and results of operations.
Our success depends upon the continued contributions of our associates. 
Our associates are the driving force behind our success.  We believe that one of the things that distinguishes CarMax is a 
culture centered on valuing our associates.  Adapting to new dynamics, we provide flexible, hybrid and remote work 
arrangements for certain associates, which may impact associate engagement, integration of new associates and overall 
company culture.  A failure to maintain our culture could have a material adverse effect on our business, sales and results of 
operations.
In addition, managing our response to a changing economic environment as well as our strategic initiatives require 
management, employees and contractors to adapt and learn new skills and capabilities.  A failure to maintain an adaptable and 
responsive culture or to continue developing and retaining the associates that drive our success could have a material adverse 
effect on our business, sales and results of operations.  
We have experienced, and could experience in the future, a shortage of associates for retail and operational positions, which 
could have an impact on our ability to conduct our business and maintain qualified talent in key areas.  Further, there has been a 
general increase in domestic workers organizing to form or join a union.  If we are unable to maintain positive associate 
relations, or if, despite our efforts, we become subject to successful unionization efforts, it could increase costs, limit our ability 
to respond to competitive threats and have a material adverse effect on our business, sales and results of operations. 
Our ongoing success also depends upon the continued contributions of our store, CEC, region and corporate management 
teams.  Consequently, the loss of the services of any of these associates could have a material adverse effect on our business, 
sales and results of operations.  In addition, an inability to build our management bench strength to support store growth could 
have a material adverse effect on our business, sales and results of operations.
We may experience greater credit losses in CAF’s portfolio of auto loans receivable than anticipated.
We are exposed to the risk that our customers who finance their purchases through CAF will be unable or unwilling to repay 
their loans according to their terms and that the vehicle collateral securing the payment of their loans may not be sufficient to 
15

ensure full repayment.  Credit losses are inherent in CAF’s business and could have a material adverse effect on our results of 
operations.
We make various assumptions and judgments about CAF’s portfolio of auto loans receivable and provide an allowance for loan 
losses based on a number of factors.  Although management will establish an allowance for loan losses it believes is 
appropriate, this allowance may not be adequate.  For example, when economic conditions deteriorate unexpectedly, additional 
loan losses not incorporated in the existing allowance for loan losses may occur.  Losses in excess of the existing allowance for 
loan losses could have a material adverse effect on our business, results of operations and financial condition.
Our failure to realize the benefits associated with our strategic investments, including actual or potential acquisitions, could 
have a material adverse effect on our business, sales and results of operations and we may incur impairment losses on our 
strategic investments in equity securities.
From time to time, CarMax makes strategic investments, including acquisitions, and we currently hold non-controlling equity 
investments in several companies.  We may encounter difficulties in managing our strategic investments and in assimilating 
new capabilities or acquisitions to meet the future needs of our business.  Furthermore, we may not realize all the anticipated 
benefits of these investments, or the realized benefits may be significantly delayed.  While our evaluation of any potential 
transaction includes business, legal, and financial due diligence with the goal of identifying and evaluating the material risks 
involved, our due diligence reviews may not identify all of the issues necessary to accurately estimate the cost and potential 
benefits and risks of a particular investment.
Additionally, under U.S. generally accepted accounting principles (“GAAP”), if any investment’s fair value declines below its 
carrying value, we will need to record an impairment loss in the applicable fiscal period.  As a result, we may incur expenses 
related to the impairment of existing or future equity investments.  Any such impairment charge could have a material adverse 
effect on our business, financial condition and results of operations.
We rely on third-party finance providers to finance a significant portion of our customers’ vehicle purchases.  Accordingly, 
our sales and results of operations are partially dependent on the actions of these third parties.
We provide financing to qualified retail customers through CAF and several third-party finance providers.  We also have 
arrangements with third parties who provide financing to some of our auction customers.  If one or more of these third-party 
providers cease to provide financing to our customers, provide financing to fewer customers or no longer provide financing on 
competitive terms, it could have a material adverse effect on our business, sales and results of operations.  Additionally, if we 
were unable to replace the current third-party providers upon the occurrence of one or more of the foregoing events, it could 
also have a material adverse effect on our business, sales and results of operations.
We rely on third-party providers to supply EPP products to our customers.  Accordingly, our sales and results of operations 
are partially dependent on the actions of these third-parties.
We receive revenue for selling EPP products on behalf of unrelated third-parties, who are the primary obligors.  If one or more 
of these third-party providers cease to provide EPP products, make changes to their products or no longer provide their products 
on competitive terms, it could have a material adverse effect on our business, sales and results of operations.  Additionally, if 
we were unable to replace the current third-party providers upon the occurrence of one or more of the foregoing events, it could 
also have a material adverse effect on our business, sales and results of operations.
We rely on third-party vendors for key components of our business.
Many components of our business, including data management, key operational processes and critical customer systems, are 
provided by third parties.  We carefully select our third-party vendors, but we do not control their actions.  If our vendors fail to 
perform as we expect or conduct operations that are inconsistent with our values, our operations and reputation could suffer if 
the failure harms the vendors’ ability to serve us and our customers.  One or more of these third-party vendors may experience 
financial distress, technology challenges, cybersecurity incidents, staffing shortages or liquidity challenges, file for bankruptcy 
protection, go out of business, or suffer disruptions in their business.  The use of third-party vendors represents an inherent risk 
to our company that could have a material adverse effect on our business, sales and results of operations.
16

Our business is sensitive to conditions affecting automotive manufacturers, including manufacturer recalls.
Adverse conditions, such as the 2023 United Auto Workers strike, affecting one or more automotive manufacturers could have 
a material adverse effect on our sales and results of operations and could impact the supply of vehicles, including the supply of 
late-model used vehicles.  In addition, manufacturer recalls are a common occurrence.  Because we do not have manufacturer 
authorization to complete recall-related repairs, some vehicles we sell may have unrepaired safety recalls.  Such recalls, and our 
lack of authorization to make recall-related repairs, could adversely affect used vehicle sales or valuations, could cause us to 
temporarily remove vehicles from inventory, could force us to incur increased costs and could expose us to litigation and 
adverse publicity related to the sale of recalled vehicles, which could have a material adverse effect on our business, sales and 
results of operations.
Our results of operations and financial condition are subject to management’s accounting judgments and estimates, as well 
as changes in accounting policies.
The preparation of our financial statements requires us to make estimates and assumptions affecting the reported amounts of 
CarMax’s assets, liabilities, revenues, expenses and earnings.  If these estimates or assumptions are incorrect, it could have a 
material adverse effect on our results of operations or financial condition.  We have identified several accounting policies as 
being “critical” to the fair presentation of our financial condition and results of operations because they involve major aspects of 
our business and require us to make judgments about matters that are inherently uncertain.  These policies are described in Item 
7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and the notes to consolidated 
financial statements included in Item 8. Consolidated Financial Statements and Supplementary Data.
The implementation of new accounting requirements or other changes to GAAP could have a material adverse effect on our 
reported results of operations and financial condition.
We may not be able to adequately protect our intellectual property, which could adversely affect our business, sales, results 
of operations and financial condition.
Protecting our intellectual property (including patents, trademarks, copyrights, confidential information and trade secrets) is 
integral to our business.  The failure to protect our intellectual property, including from unauthorized uses, can erode consumer 
trust and our brand value and have a material adverse effect on our business.
Our business is sensitive to weather events.
The occurrence of severe weather events, such as rain, flooding, hail, snow, wind, storms, hurricanes, extended periods of 
unusually cold weather or natural disasters, could cause store closures or affect the timing of consumer demand, either of which 
could adversely affect consumer traffic and could have a material adverse effect on our sales and results of operations in a given 
period.  Further, as the Earth’s climate changes, extreme weather events could become more frequent or more intense, which 
could have a material adverse effect on our sales and results of operations.
We have communicated certain environmental goals that are subject to related disclosure requirements.  Failure to meet 
environmental goals or satisfy disclosure requirements could adversely affect our business, sales, results of operations and 
financial condition.
We have communicated certain environmental goals in our public disclosures which may be difficult to achieve.  The accuracy, 
adequacy or completeness of the disclosures may subject us to scrutiny.  Further, statements about our environmental goals, and 
progress toward those goals, may be based on standards for measuring progress that are still developing, and such statements 
may be subject to evolving, forthcoming and altogether new disclosure requirements.  If we are unable to achieve progress with 
respect to our environmental goals, accomplish our environmental goals or satisfy evolving shareholder expectations or industry 
standards, we could suffer reputational harm.  Our environmental data, processes, and disclosure may be incomplete or 
inaccurate, which may result in civil penalties and have a material adverse effect on our business, sales and results of 
operations.  
We are subject to local conditions in the geographic areas in which we are concentrated.
Our performance is subject to local economic, competitive and other conditions prevailing in geographic areas where we 
operate.  Since a large portion of our sales is generated in the Southeastern U.S., California, Texas and Washington, D.C./
Baltimore, our results of operations depend substantially on general economic conditions and consumer spending habits in these 
17

markets.  In the event that any of these geographic areas experience a downturn in economic conditions, weather events or other 
region-specific incidents, it could have a material adverse effect on our business, sales and results of operations.
TECHNOLOGY AND DATA PRIVACY RISKS
We collect sensitive confidential information from our customers.  A breach of this confidentiality, whether due to a 
cybersecurity or other incident, could result in harm to our customers and damage to our brand.
We collect, process and retain sensitive and confidential customer information in the normal course of business and may share 
that information with our third-party service providers.  This information includes the information customers provide when 
purchasing a vehicle and applying for vehicle financing.  We also collect, process and retain sensitive and confidential associate 
information in the normal course of business and may share that information with our third-party service providers.  Although 
we have taken measures designed to safeguard such information and have received assurances from our third-party providers, 
our facilities and systems, and those of third-party providers, could be vulnerable to external or internal security breaches, acts 
of vandalism, computer viruses, misplaced or lost data, programming or human errors or other similar events.  
The security measures we have implemented to protect against cybersecurity incidents may not always prevent or mitigate the 
impact of a cybersecurity incident and there can be no assurance that future efforts to prevent or mitigate a cybersecurity 
incident will be effective either.  Numerous national retailers have disclosed security breaches involving sophisticated cyber-
attacks, including ransomware, that were not recognized or detected until after such retailers had been affected, notwithstanding 
the preventive measures such retailers had in place.  Further, the rapid evolution and increased adoption of artificial intelligence 
technologies may increase our level of cybersecurity risk.  Any security breach involving the misappropriation, loss or other 
unauthorized disclosure of confidential customer or associate information, whether experienced by us or by our third-party 
service providers, and whether due to an external cybersecurity incident, a programming error, or other cause, could damage 
our reputation, expose us to mitigation costs and the risks of private litigation and government enforcement, disrupt our 
business and otherwise have a material adverse effect on our business, sales and results of operations.  In addition, our failure to 
respond quickly and appropriately to such a security breach could exacerbate the consequences of the breach.
We are subject to numerous and rapidly changing federal, state, and local laws and regulations regarding privacy, cybersecurity, 
and the collection, use, and disclosure of sensitive confidential information.  If we fail to comply with these laws and 
regulations or future applicable laws and regulations, we could suffer reputational harm and disruption to our business, and be 
subject to significant litigation, monetary damages, regulatory enforcement actions, or fines.  See the risk factor below titled 
“We operate in a highly regulated industry and are subject to a wide range of federal, state and local laws and regulations.  
Changes in these laws and regulations, or our failure to comply, could have a material adverse effect on our business, sales, 
results of operations and financial condition” for the risks associated with failure to comply with these laws and regulations.
We rely on sophisticated information systems to run our business.  The failure of these systems, or the inability to enhance 
our capabilities, could have a material adverse effect on our business, sales and results of operations.
Our business is dependent upon the integrity and efficient operation of our information systems.  In particular, we rely on our 
information systems to manage sales, inventory, our customer-facing websites and applications (carmax.com, 
carmaxautofinance.com, the CarMax mobile app, and carmaxauctions.com), consumer financing, customer information and 
other data.  The failure of these systems to perform as designed, the failure to maintain or update these systems as necessary, or 
the inability to enhance our data management and information technology capabilities, could disrupt our business operations 
and have a material adverse effect on our sales and results of operations.
Despite our ongoing efforts to maintain and enhance the integrity and security of these systems, we have been and could be 
subjected to attacks by hackers, including denial-of-service attacks directed at our websites or other system breaches or 
malfunctions due to associate error or misconduct or other disruptions.  Such incidents could disrupt our business and have a 
material adverse effect on sales and results of operations.  See the risk factor above titled “We collect sensitive confidential 
information from our customers” for the risks associated with a breach of confidential customer or associate information.
18

REGULATORY AND LITIGATION RISKS
We operate in a highly regulated industry and are subject to a wide range of federal, state and local laws and 
regulations.  Changes in these laws and regulations, or our failure to comply, could have a material adverse effect on our 
business, sales, results of operations and financial condition.
We are subject to a wide range of federal, state and local laws and regulations, as well as changes in these laws and regulations 
and the manner in which they are interpreted or applied.  Our sale of used vehicles and related products is subject to state and 
local licensing requirements, federal and state laws regulating marketing and advertising, and state laws regulating sales and 
services.  Our provision of vehicle financing is subject to federal and state laws regulating the provision of consumer 
finance.  Our facilities and business operations are subject to laws and regulations relating to environmental protection and 
health and safety.  In addition to these laws and regulations that apply specifically to our business, we are also subject to laws 
and regulations affecting public companies and large employers generally, including privacy laws and federal employment 
practices, securities and tax laws, and sustainability and responses to climate change.  For additional discussion of these laws 
and regulations, see the section of this Form 10-K titled “Business – Laws and Regulations.”
The violation of any of these laws or regulations could result in administrative, civil or criminal penalties or in a cease-and-
desist order against our business operations, any of which could damage our reputation and have a material adverse effect on 
our business, sales and results of operations.  We have incurred and will continue to incur capital and operating expenses and 
other costs to comply with these laws and regulations.
We are subject to evolving regulations, disclosure requirements, and expectations relating to environmental, social and 
governance matters.  Failure to satisfy these regulations, requirements, and expectations could adversely affect our 
business, sales, results of operations and financial condition.
We are subject to an increasing number of regulations and disclosure requirements relating to environmental, social and 
governance (“ESG”) matters, including environmental and climate change laws.  Regulators, shareholders, associates and other 
stakeholders are increasingly focused on ESG matters and related disclosures.  We have incurred and will continue to incur 
operating expenses and other costs to comply with the evolving set of regulations and disclosure requirements and respond to 
shareholder expectations related to ESG matters.  Compliance with ESG-related regulations and disclosure requirements, 
including an evolving set of environmental and climate change laws, and shareholder expectations can be costly, challenging 
and time-consuming.  The violation of regulations or disclosure requirements related to ESG matters (or the disclosures 
themselves) could result in civil penalties, significant expenses, or damage to our reputation, which could have a material 
adverse effect on our business, sales and results of operations.  
We are subject to various legal proceedings.  If the outcomes of these proceedings are adverse to CarMax, it could have a 
material adverse effect on our business, results of operations and financial condition.
We are subject to various litigation matters from time to time, which could have a material adverse effect on our business, 
results of operations and financial condition.  Claims arising out of actual or alleged violations of law could be asserted against 
us by individuals, either individually or through class claims, or by governmental entities in civil or criminal investigations and 
proceedings.  These claims could be asserted under a variety of laws including, but not limited to, consumer finance laws, 
consumer protection laws, intellectual property laws, privacy laws, labor and employment laws, securities laws, employee 
benefit laws, tax laws and environmental laws.  These actions could expose us to adverse publicity and to substantial monetary 
damages and legal defense costs, injunctive relief and criminal and civil fines and penalties including, but not limited to, 
suspension or revocation of licenses to conduct business.
GENERAL RISKS
The market price of our common stock may be volatile and could expose us to securities class action litigation.
The price of our common stock may be subject to wide fluctuations based upon our operating results, general economic and 
market conditions, general trends and prospects for our industry, announcements by our competitors, our ability to achieve any 
long-term targets or performance metrics and other factors.  In addition, the market price of our common stock may also be 
affected by whether we meet analysts’ expectations.  Failure to meet such expectations could have a material adverse effect on 
the price of our common stock.  Following periods of volatility in the market price of a company’s securities, securities class 
action litigation is more likely.  If litigation were instituted against us, it could result in substantial costs and a diversion of our 
attention and resources, which could have a material adverse effect on our business.
19

Item 1B.  Unresolved Staff Comments.
None.
Item 1C.  Cybersecurity.
CarMax’s cybersecurity program is designed to help ensure the proper assessment, identification, and management of the 
company’s risks from cybersecurity threats and is integrated into our overall risk management system.  The company’s 
cybersecurity program is staffed by well-trained and experienced cybersecurity professionals and includes technology controls, 
proactive identification of data security vulnerabilities, and quarterly, or as needed, reporting by management to the Technology 
and Innovation Committee of the Board of Directors (the “Board”).  
CarMax’s cybersecurity team manages the company’s Incident Response Plan, which establishes a comprehensive system and 
process for tracking and logging cybersecurity occurrences, reviewing the occurrences to determine whether remediation or 
escalation is appropriate and escalating certain occurrences to the company’s Chief Information Security Officer (the “CISO”) 
for further review and assessment.  CarMax has an established review and escalation process for assessing cybersecurity 
occurrences and, if necessary, escalating cybersecurity incidents to members of our senior management team.
We monitor industry trends to prioritize and mitigate cybersecurity risk for our customers, associates and business, and to 
remain apprised of industry developments and emerging threats.  CarMax engages in testing to improve our cybersecurity 
approach internally and with third-party vendors and conducts exercises based on current threat intelligence.  Additionally, all 
CarMax associates are required to complete the company’s cybersecurity training program on an annual basis.
The company engages a third-party with extensive experience in cybersecurity to periodically perform a maturity analysis of 
CarMax’s cybersecurity program as compared to peer companies.  We conduct annual tabletop exercises, guided by a third-
party cybersecurity firm, with key members of our cybersecurity and legal teams to assess the company's readiness and 
capabilities to respond to a cyber-attack.  At least annually, we also conduct third-party penetration tests to enhance the security 
of our digital systems, and we employ network scanning to help us identify any newly developed vulnerabilities or threats.  Our 
third-party intake process incorporates cybersecurity risk into the assessment of our third-party vendors when we engage a new 
vendor or experience a change in relationship with an existing vendor.  Further, CarMax’s cybersecurity team conducts reviews 
of the company’s third-party vendors depending on the vendor’s risk profile as determined by the company’s cybersecurity 
team.
The company’s cybersecurity program is led and overseen by our Chief Information and Technology Officer (the “CITO”) and 
our CISO.  The CITO joined CarMax in 2012, reports to our Chief Executive Officer and has served in various technology 
leadership roles in startup organizations and Fortune 500 companies across the retail, travel, hospitality, finance, and 
technology industries for over 20 years.  The company’s CISO reports to the CITO, joined CarMax in 2015 and has served in 
various roles in information technology for over 20 years, including prior service as the vice president of information security, 
risk and compliance for a Fortune 500 company. 
The Board’s Technology and Innovation Committee assists in the Board’s oversight of the company’s cybersecurity risk.  The 
Committee monitors and oversees the company’s exposure to cybersecurity occurrences as well as the company’s approach to 
managing cybersecurity risk, including how to reasonably control and monitor cybersecurity risks and effectively assign 
management oversight and responsibility.  CarMax’s management team, including the CITO and the CISO, provide quarterly 
updates to the Committee regarding the cybersecurity landscape and the company’s security posture in the context of external 
cybersecurity occurrences as well as updates on the latest issues related to cybersecurity risk as needed.
The company has not experienced any material cybersecurity incidents or incurred any material expenses resulting from a 
cybersecurity breach; however, we cannot provide assurance that our business strategy, results of operations and financial 
condition will not be materially affected in the future by such risks or any future material incidents.  For a discussion of whether 
and how any risks from cybersecurity threats are reasonably likely to materially affect us, including our business strategy, 
results of operations or financial condition, refer to the risk factors captioned “We rely on third-party vendors for key 
components of our business” and “We collect sensitive confidential information from our customers.  A breach of this 
confidentiality, whether due to a cybersecurity or other incident, could result in harm to our customers and damage to our 
brand” set forth under the heading “Risk Factors” included in Part I, Item 1A of this Form 10-K.
20

Item 2.  Properties.
We conduct our retail vehicle operations primarily in two formats – production and non-production stores.  Production stores 
are those locations at which vehicle reconditioning is performed.  Production stores have more service bays and require 
additional space for reconditioning activities and, therefore, are generally larger than non-production stores.  In determining 
whether to construct a production or a non-production store on a given site, we take several factors into account, including the 
anticipated long-term regional reconditioning needs and the available acreage of the sites in that market.  As a result, some 
stores that are constructed to accommodate reconditioning activities may initially be operated as non-production stores until we 
expand our presence in that market.  We also have production and non-production stores that operate in Metropolitan Statistical 
Areas (“MSAs”) of less than 600,000 people, which we define as small markets.  Some of these stores also have a smaller 
footprint compared with our stores in larger markets.
USED CAR STORES BY FORMAT AS OF FEBRUARY 29, 2024
Production Stores
Non-production Stores
Store count
110
135
Store location size
generally 10 - 25 acres
generally 4 - 12 acres
Stores located in small MSAs
14
43
USED CAR STORES BY STATE AS OF FEBRUARY 29, 2024 
State
Count
State
Count
Alabama
 
5 
Missouri
 
4 
Arizona
 
5 
Nebraska
 
1 
California
 
32 
Nevada
 
4 
Colorado
 
6 
New Hampshire
 
1 
Connecticut
 
3 
New Jersey
 
5 
Delaware
 
1 
New Mexico
 
2 
Florida
 
24 
New York
 
5 
Georgia
 
11 
North Carolina
 
13 
Idaho
 
1 
Ohio
 
6 
Illinois
 
11 
Oklahoma
 
3 
Indiana
 
4 
Oregon
 
3 
Iowa
 
1 
Pennsylvania
 
5 
Kansas
 
2 
Rhode Island
 
1 
Kentucky
 
2 
South Carolina
 
4 
Louisiana
 
5 
Tennessee
 
10 
Maine
 
1 
Texas
 
25 
Maryland
 
7 
Utah
 
1 
Massachusetts
 
4 
Virginia
 
12 
Michigan
 
1 
Washington
 
5 
Minnesota
 
2 
Wisconsin
 
4 
Mississippi
 
3 
Total
 
245 
21

Of the 245 used car stores open as of February 29, 2024, 162 were located on owned sites and 83 were located on leased sites.  
The leases are classified as follows:
Land-only leases
 
27 
Land and building leases
 
56 
Total leased sites
 
83 
During fiscal 2024, we opened our first stand-alone reconditioning center in Carrollton, Georgia.  This facility is used to 
recondition used vehicles to be sold to customers at our stores in the Atlanta region, with the ability to move vehicles 
nationwide.
As of February 29, 2024, we leased our CAF office building in Atlanta, Georgia, as well as office buildings for our customer 
experience centers in Atlanta, Georgia; Kansas City, Missouri; and Phoenix, Arizona.  We also lease other ancillary properties 
to support our corporate and store operations.  We own our home office building in Richmond, Virginia and land associated 
with planned future locations. 
Item 3.  Legal Proceedings. 
Information in response to this Item is included in Note 18 to the Consolidated Financial Statements included in Item 8 of this 
Annual Report on Form 10-K and is incorporated herein by reference. 
Item 4.  Mine Safety Disclosures.
None.
INFORMATION ABOUT OUR EXECUTIVE OFFICERS
The following table identifies our current executive officers.  We are not aware of any family relationships among any of our 
executive officers or between any of our executive officers and any directors.  All executive officers are elected annually and 
serve for one year or until their successors are elected and qualify.  The next election of officers will occur in June 2024.
Name
Age
Office
William D. Nash………………………..….……...........
54
President, Chief Executive Officer and Director
Diane L. Cafritz……………………....…………….......
53
Executive Vice President, Human Resources, General Counsel and 
Chief Compliance Officer
James Lyski………………….……..……………..........
61
Executive Vice President, Chief Innovation and Strategy Officer
Enrique N. Mayor-Mora..................................................
55
Executive Vice President, Chief Financial Officer
Shamim Mohammad………………….……..…...….....
55
Executive Vice President, Chief Information and Technology Officer
C. Joseph Wilson.............................................................
51
Executive Vice President, Chief Operating Officer
Jon G. Daniels………………….……..…………..........
52
Senior Vice President, CarMax Auto Finance
Darren C. Newberry........................................................
54
Senior Vice President, Store and CEC Execution
 
Mr. Nash joined CarMax in 1997 as auction manager.  In 2007, he was promoted to vice president and later, senior vice 
president of merchandising, a position he held until 2011, when he was named senior vice president, human resources and 
administrative services.  In 2012, he was promoted to executive vice president, human resources and administrative services.  In 
February 2016, he was promoted to president, and in September 2016, he was promoted to chief executive officer and named to 
the board of directors.  Prior to joining CarMax, Mr. Nash worked at Circuit City.
Ms. Cafritz joined CarMax in 2003 as assistant general counsel.  She was promoted to associate general counsel, director in 
2005, deputy general counsel, assistant vice president in 2010, and vice president in 2014.  During her tenure in the CarMax 
legal department, Ms. Cafritz managed commercial and consumer litigation, was responsible for operational regulatory 
guidance and led CarMax’s government affairs program.  In 2017, Ms. Cafritz was named senior vice president and chief 
human resources officer, and in 2021, she was named senior vice president, general counsel, chief compliance officer and chief 
human resources officer.  In 2022, Ms. Cafritz was promoted to executive vice president, general counsel, chief compliance 
officer and chief human resources officer, and in 2023, she was named executive vice president, human resources, general 
counsel and chief compliance officer.  Prior to joining CarMax, Ms. Cafritz was a partner at McDermott, Will & Emery.
22

Mr. Lyski joined CarMax in August 2014 as senior vice president and chief marketing officer.  In 2017, he was promoted to 
executive vice president and chief marketing officer.  In 2023, he transitioned to executive vice president and chief innovation 
and strategy officer.  Prior to joining CarMax, he served as chief marketing officer of The Scotts Miracle-Gro Company from 
2011 to 2014 and as chief marketing officer at Nationwide Mutual Insurance Company from 2006 to 2010.  In addition, Mr. 
Lyski has held marketing leadership positions at Cigna Healthcare Inc. and FedEx Corporation.
Mr. Mayor-Mora joined CarMax in 2011 as vice president, finance before assuming the role of vice president and treasurer in 
2016.  Mr. Mayor-Mora was promoted to senior vice president and chief financial officer in 2019, and in 2022, he was 
promoted to executive vice president and chief financial officer.  Prior to joining CarMax, he served as vice president of 
financial planning and analysis and investor relations at Denny’s Corporation from 2005 to 2011.  He also served in financial 
positions of increasing responsibility at Gap, Inc. from 2001 to 2005.
Mr. Mohammad joined CarMax in 2012 as vice president of application development and IT planning.  In 2014, he was 
promoted to senior vice president and chief information officer.  In 2018, he was named senior vice president and chief 
information and technology officer and in 2021, he was promoted to executive vice president and chief information and 
technology officer.  Prior to joining CarMax, Mr. Mohammad was vice president of information technology at BJ’s Wholesale 
Club from 2006 to 2012 and held various technology leadership positions at Blockbuster and TravelCLICK.  In 2022, he was 
appointed as an independent member of the Board of Directors of United Natural Foods, Inc.
Mr. Wilson joined CarMax in 1995 as a buyer-in-training at the Raleigh, North Carolina store, where he was subsequently 
promoted to buyer and then senior buyer.  Mr. Wilson later served as purchasing manager at two CarMax stores in southern 
Florida before being promoted to regional vice president of merchandising.  He was promoted to assistant vice president, 
auction services and merchandising development in 2008, vice president, auction services and merchandising development in 
2013, and then vice president, merchandising operations in 2016.  In 2017, Mr. Wilson was promoted to senior vice president, 
store strategy and logistics, and in 2022, he was promoted to executive vice president and chief operating officer.
Mr. Daniels joined CarMax in 2008 as vice president, risk and analytics.  In 2014, he was promoted to senior vice president, 
CarMax Auto Finance.  Prior to joining CarMax, Mr. Daniels served as group director, credit risk management of HSBC and 
vice president of Metris.
Mr. Newberry joined CarMax in March 2004 as location general manager-in-training in the Los Angeles region and was 
promoted to location general manager of the Duarte, California store in 2006.  He was subsequently promoted to positions of 
increasing responsibility, including regional vice president general manager in 2013 and vice president, regional sales in 2016.  
In 2017, he was promoted to senior vice president, store operations, and in 2022, he was named senior vice president, store and 
customer experience center (“CEC”) execution.  Prior to joining CarMax, Mr. Newberry served as a store manager and area 
manager for Bed, Bath and Beyond from 1994 to 2004.
23

PART II
Item 5.  Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity 
Securities.
Our common stock is listed and traded on the New York Stock Exchange under the ticker symbol KMX.  We are authorized to 
issue up to 350,000,000 shares of common stock and up to 20,000,000 shares of preferred stock.  As of February 29, 2024, 
there were 157,611,939 shares of CarMax common stock outstanding and we had approximately 2,600 shareholders of 
record.  As of that date, there were no preferred shares outstanding.
We have not paid any dividends on our common stock and do not plan to pay dividends on our common stock for the 
foreseeable future.
During fiscal 2024, we did not sell any CarMax equity securities in transactions that were not registered under the Securities 
Act.
Issuer Purchases of Equity Securities
The following table provides information relating to the company’s repurchase of common stock during the fourth quarter of 
fiscal 2024.  The table does not include transactions related to employee equity awards or the exercise of employee stock 
options. 
 
 
 
 
Approximate
 
 
 
 
Dollar Value
 
 
 
Total Number
of Shares that
 
Total Number
Average
of Shares Purchased
May Yet Be
 
of Shares
Price Paid
as Part of Publicly
Purchased Under
Period
Purchased
per Share
Announced Programs
the Programs (1) 
December 1-31, 2023
 
223,500 $ 
71.53  
223,500 $ 
2,393,424,937 
January 1-31, 2024
 
246,100 $ 
70.92  
246,100 $ 
2,375,971,797 
February 1-29, 2024
 
216,000 $ 
73.26  
216,000 $ 
2,360,147,191 
Total
 
685,600  
 
685,600  
 
(1)
On October 23, 2018, the board authorized the repurchase of up to $2 billion of our common stock with no expiration date.  In April 
2022, the board increased our share repurchase authorization by $2 billion.  Purchases may be made in open market or privately 
negotiated transactions at management’s discretion and the timing and amount of repurchases are determined based on share price, 
market conditions, legal requirements and other factors.  Shares repurchased are deemed authorized but unissued shares of common 
stock. 
24

Performance Graph
The following graph compares the cumulative total shareholder return (stock price appreciation plus dividends, as applicable) 
on our common stock for the last five fiscal years with the cumulative total return of the S&P 500 Index and the S&P 500 
Retailing Index.  The graph assumes an original investment of $100 in CarMax common stock and in each index on February 
28, 2019, and the reinvestment of all dividends, as applicable.
COMPARISON OF CUMULATIVE FIVE YEAR TOTAL RETURN
CarMax
S&P 500 Index- Total Returns
S&P 500 Retailing Index
2019
2020
2021
2022
2023
2024
$0
$50
$100
$150
$200
$250
$300
$350
 
 
As of February 29 or 28
 
2019
2020
2021
2022
2023
2024
CarMax
$ 
100.00 $ 
140.60 $ 
192.45 $ 
176.05 $ 
111.16 $ 
127.18 
S&P 500 Index
$ 
100.00 $ 
108.19 $ 
142.05 $ 
165.33 $ 
152.61 $ 
199.08 
S&P 500 Retailing Index
$ 
100.00 $ 
111.77 $ 
165.42 $ 
177.05 $ 
139.12 $ 
214.62 
Item 6.  [Reserved]
25

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is 
provided as a supplement to, and should be read in conjunction with, our audited consolidated financial statements and the 
accompanying notes presented in Item 8. Consolidated Financial Statements and Supplementary Data.  Note references are to 
the notes to consolidated financial statements included in Item 8.  Certain prior year amounts have been reclassified to conform 
to the current year’s presentation.  All references to net earnings per share are to diluted net earnings per share.  Amounts and 
percentages may not total due to rounding.
OVERVIEW
See Part I, Item 1 for a detailed description and discussion of the company’s business.
CarMax is the nation’s largest retailer of used vehicles.  We operate in two reportable segments:  CarMax Sales Operations and 
CarMax Auto Finance (“CAF”).  Our CarMax Sales Operations segment consists of all aspects of our auto merchandising and 
service operations, excluding financing provided by CAF.  Our CAF segment consists solely of our own finance operation that 
provides financing to customers buying retail vehicles from CarMax.  Our consolidated financial statements include the 
financial results related to our Edmunds Holding Company (“Edmunds”) business, which does not meet the definition of a 
reportable segment.  For purposes of our MD&A discussion, amounts related to that business are discussed in combination with 
our CarMax Sales Operations segment.  Separate discussion of these amounts is not considered meaningful for the purpose of 
gaining an understanding of our business, as the significant drivers of these operations in total are consistent with those of our 
CarMax Sales Operations segment.  Where appropriate, specific amounts related to non-reportable segments have been 
disclosed for informational purposes.
CarMax Sales Operations
Our sales operations segment consists of retail sales of used vehicles and related products and services, such as wholesale 
vehicle sales; the sale of extended protection plan (“EPP”) products, which include extended service plans (“ESPs”) and 
guaranteed asset protection (“GAP”); and vehicle repair service.  We offer competitive, no-haggle prices; a broad selection of 
CarMax Quality Certified used vehicles; value-added EPP products; and superior customer service.  Our omni-channel 
platform, which gives us the largest addressable market in the used car industry, empowers our retail customers to buy a car on 
their terms – online, in-store or an integrated combination of both.
Our customers finance the majority of the retail vehicles purchased from us, and availability of on-the-spot financing is a 
critical component of the sales process.  We provide financing to qualified retail customers through CAF and our arrangements 
with industry-leading third-party finance providers.  All of the finance offers, whether by CAF or our third-party providers, are 
backed by a 3-day payoff option.
As of February 29, 2024, we operated 245 used car stores in 109 U.S. television markets.
CarMax Auto Finance
In addition to third-party finance providers, we provide vehicle financing through CAF, which offers financing solely to 
customers buying retail vehicles from CarMax.  CAF allows us to manage our reliance on third-party finance providers and to 
leverage knowledge of our business to provide qualifying customers a competitive financing option.  As a result, we believe 
CAF enables us to capture additional profits, cash flows and sales.  CAF income primarily reflects the interest and fee income 
generated by the auto loans receivable less the interest expense associated with the debt issued to fund these receivables, a 
provision for estimated loan losses and direct expenses.  CAF income does not include any allocation of indirect costs.  After 
the effect of 3-day payoffs and vehicle returns, CAF financed 42.9% of our retail used vehicle unit sales in fiscal 2024.  As of 
February 29, 2024, CAF serviced approximately 1.1 million customer accounts in its $17.39 billion portfolio of managed 
receivables.
Management regularly analyzes CAF’s operating results by assessing the competitiveness of our consumer offer, profitability, 
the performance of the auto loans receivable, including trends in credit losses and delinquencies, and CAF direct expenses.
26

Revenues and Profitability
The sources of revenue and gross profit from the CarMax Sales Operations segment and other non-reportable segments for 
fiscal 2024 are as follows:
Net Sales and
Operating Revenues
   Gross Profit
79%
19%
2%
Used
Wholesale
Other
65%
21%
14%
A high-level summary of our financial results for fiscal 2024 as compared to fiscal 2023 is as follows (1):
(Dollars in millions except per share or per unit data)
2024
Change from 
2023
Income statement information
  Net sales and operating revenues
$ 26,536.0 
 (10.6) %
  Gross profit
$ 
2,713.2 
 (3.1) %
  CAF income
$ 
568.3 
 (14.3) %
  Selling, general and administrative expenses
$ 
2,286.4 
 (8.1) %
  Net earnings
$ 
479.2 
 (1.1) %
Unit sales information
  Used unit sales
 
765,572 
 (5.2) %
  Change in used unit sales in comparable stores
 (6.7) %
N/A
  Wholesale unit sales
 
546,331 
 (6.6) %
Per unit information
  Used gross profit per unit
$ 
2,288 
 — %
  Wholesale gross profit per unit
$ 
1,019 
 1.1 %
  SG&A as a % of gross profit
 84.3 %
 (4.5) %
Per share information
  Net earnings per diluted share
$ 
3.02 
 (0.3) %
Online sales metrics
  Online retail sales (2)
 14 %
 2 %
  Omni sales (3)
 55 %
 2 %
  Revenue from online transactions (4)
 31 %
 1 %
(1) 
Where applicable, amounts are net of intercompany eliminations.
(2)   An online retail sale is defined as a sale where the customer completes all four of the following activities remotely: reserving the vehicle; 
financing the vehicle, if needed; trading-in or opting out of a trade-in; and creating an online sales order.
(3) 
An omni sale is defined as a sale where customers complete at least one, but not all, of the four activities listed above online.
(4) 
Revenue from online transactions is defined as revenue from retail sales that qualify as an online retail sale, as well as any related EPP 
and third-party finance contribution, wholesale sales where the winning bid was taken from an online bid and all revenue earned by 
Edmunds.
27

Net earnings per diluted share during fiscal 2024 included a benefit of $0.32 in connection with the receipt of settlement 
proceeds in a class action lawsuit related to the economic loss associated with vehicles containing Takata airbags.
Refer to “Results of Operations” for further details on our revenues and profitability.  A discussion regarding Results of 
Operations and Financial Condition for fiscal 2023 as compared to fiscal 2022 is included in Part II, Item 7 of our Annual 
Report on Form 10-K for the fiscal year ended February 28, 2023, filed with the SEC on April 13, 2023. 
Liquidity
Our primary ongoing sources of liquidity include funds provided by operations, proceeds from non-recourse funding vehicles, 
and borrowings under our revolving credit facility or through other financing sources.  In addition to funding our operations, 
this liquidity has been used to fund the repurchase of common stock under our share repurchase program and our capital 
expenditures.
Our current capital allocation strategy is to focus on our core business.  Given our recent performance and continued market 
uncertainties, we are taking a conservative approach to our capital structure in order to maintain the flexibility that allows us to 
efficiently access the capital markets for both CAF and CarMax as a whole.  We have taken steps to better align our expenses to 
sales as well as slowed the rate of our store growth.  We resumed our share repurchases during the third quarter of fiscal 2024 
after a pause initiated during the third quarter of the prior fiscal year.  For fiscal 2025, we intend to modestly accelerate the pace 
of our share repurchases above the pace that we implemented in the third quarter of fiscal 2024.  We believe we have the 
appropriate liquidity, access to capital and financial strength to support our operations and continue investing in our strategic 
initiatives for the next twelve months and thereafter for the foreseeable future.
Strategic Update and Future Outlook
Our omni-channel experience provides a common platform across all of CarMax that leverages our scale, nationwide footprint 
and infrastructure and empowers our customers to buy a vehicle on their terms, whether online, in-store or through an 
integrated combination of online and in-store experiences.  While we expect our online and omni sales to grow over time, our 
goal is to provide the best experience whether in-store, online or a combination of the two.  As a result, online, omni and in-
person sales can vary from quarter to quarter depending on consumer preferences and how they choose to interact with us.  We 
believe consumers in the used car industry will increasingly prefer to have the ability to shop and transact digitally.  
Approximately 70% of our customers leveraged some or all of our digital capabilities to complete their transactions during the 
current fiscal year, compared to approximately 40% when we completed our initial omni-channel roll-out at the end of fiscal 
2020.
Our diversified business model, combined with our exceptional associates, national scale and unparalleled omni-channel 
experience, is a unique advantage in the used car industry that firmly positions us to drive profitable market share gains while 
creating shareholder value over the long-term.  We continue to enhance our omni-channel capabilities, prioritize projects 
designed to optimize experiences for our associates and customers and drive operating efficiencies.  Examples of the progress 
we made during fiscal 2024 include the following:
•
Leveraged data science, automation, and artificial intelligence to make it even easier for retail customers to complete 
key transaction steps, such as vehicle transfers, on their own.  We also enhanced digital checkout functionality for 
appraisal customers, enabling them to submit their documents remotely and unlocking their ability to participate in our 
30-minute Express Drop Off experience, whether they receive their offer online or in-store.
•
Expanded capabilities for Skye, our 24/7 virtual assistant, to include managing finance applications, vehicle transfers, 
appointment reservations and appraisal offers.  Customer adoption of Skye has been strong, and this has not only 
created efficiencies but also widened bandwidth for our associates.
•
Modernized our wholesale auction platform to offer new services, including single sign-on across all of our systems, 
artificial intelligence enhanced condition reports, early bidding capabilities and automated bills of sale.  Additionally, 
we streamlined MaxOffer by rolling out our instant offer experience to all participating dealers.
•
Added all of our lenders to our finance based shopping platform, expanding the options available to our customers.
•
Launched several research and buy tools through Edmunds in support of their goal to be the leader in electric vehicles 
(“EV”) research.
We expect the impact of our omni-channel capabilities will continue to grow as consumers demand a more personalized car-
buying experience.  In fiscal 2025, we expect to continue to enhance our offerings in order to enable us to grow sales, profitable 
market share and buys while driving operational efficiencies.  Examples of our initiatives for fiscal 2025 include the following:
•
Launching an evolved hub within retail customers’ MyCarMax accounts that will make it even easier to seamlessly go 
back and forth between assisted help and self-progression.  Customers will be able to see the steps they have taken on 
28

their shopping journey, whether on their own or with help from a CEC or store associate.
•
Continuing to digitize work in order to build a leaner and higher value assistance model for our CECs and to support 
higher transaction volume.  We plan to further integrate Skye into key communication channels and improve its ability 
to serve as the initial point of contact across many points in customers’ shopping journeys and seamlessly transition 
customers to a CEC associate via the customer’s channel of choice.
•
Focusing on bringing even more wholesale vehicles into our ecosystem, leveraging our partnership with Edmunds to 
acquire vehicles from dealers.  
•
Optimizing our pre-qualification product by integrating our Instant Offer tool into the process.  Additionally, we will 
remain opportunistic in CAF’s participation across the credit spectrum and pursue opportunities that enable us to 
provide outstanding offers for consumers while driving sales and economics for the business. 
We purchased approximately 234,000 vehicles from consumers and dealers during the fourth quarter of fiscal 2024, down 
10.8% from the prior year quarter.  Approximately 21,000 vehicles were purchased through dealers, up 44.8% from the prior 
year quarter.  We leverage the Edmunds sales team to open new markets and sign up new dealers for MaxOffer.  We recently 
launched an appraisal tool for dealer websites that makes instant offers based on our algorithms, which are redeemable via 
MaxOffer.  For fiscal 2024, our self-sufficiency rate remained above 70%.  The success of our online instant appraisal offer 
continues to strengthen our leadership position as the largest used vehicle buyer from consumers.
Our SG&A expenses in fiscal 2024 decreased from the prior year, even when excluding the benefits of this year's legal 
settlement.  We levered SG&A as a percentage of gross profit despite a 3.1% reduction in gross profit from the prior fiscal year.  
While SG&A as a percent of gross profit can fluctuate from quarter to quarter depending on variability in gross profit, our 
initial goal on the path to strengthening our SG&A to gross profit leverage over time is to achieve a rate in the mid-70% range 
on an annual basis.  Achieving this annual rate will require continued efficiency gains in our operating model, gross profit 
growth and healthier consumer demand.  In fiscal 2025, we expect to require low-single-digit gross profit growth to lever 
SG&A.
Other steps we have taken to support our business for both the short- and long-term include focusing on production efficiencies 
to align saleable inventory to sales, growing CAF’s penetration while raising CAF's consumer rates and tightening CAF's 
underwriting standards, and slowing our planned store growth to provide more capital flexibility.  We resumed our share 
repurchases during the third quarter of fiscal 2024 after a pause initiated during the third quarter of the prior fiscal year.
We expect our diversified model, the scale of our operations, our investments and omni-channel strategy to provide a solid 
foundation for further growth.  We have adjusted our long-term targets, which were disclosed in our Annual Report on Form 
10-K for fiscal 2022, as follows:
•
We are maintaining our goal to sell more than 2 million combined retail and wholesale units annually; however, we are 
extending the timeframe to between fiscal 2026 and fiscal 2030 due to uncertainty in the timing of market recovery 
and as we continue to focus on profitable market share growth.  We intend to update the timeframe to achieve this goal 
when we have greater visibility into the industry’s pace of recovery.
•
Given higher average selling prices, we expect to achieve the $33 billion in annual revenue target sooner than units.
•
Similarly, we also expect to achieve more than 5% nationwide market share of age 0- to 10-year old used vehicles 
sooner than units, but given the recent volatility in vehicle values, we will provide an updated timeframe for our 
expected achievement at the end of fiscal 2025.
The achievement of these targets is dependent on macroeconomic factors that could result in ongoing volatility in consumer 
demand.
In calendar 2023, we estimate we sold approximately 3.7% of the age 0- to 10-year old vehicles sold on a nationwide basis, a 
decrease from 4.0% in calendar 2022.  Market share performance in calendar 2023 was negatively impacted by sharp vehicle 
depreciation in the used car industry and our focus on profitable market share.  Based on external data, we gained market share 
from December 2023 to January 2024, the latest period for which title data is available.  Our strategy to increase our market 
share includes focusing on:
•
Delivering a customer-driven, omni-channel buying and selling experience that is a unique and powerful integration of 
our in-store and online capabilities.
•
Utilizing advertising to drive customer growth, educate customers about our omni-channel platform and to 
differentiate and elevate our brand.
•
Hiring, developing and retaining an engaged and skilled workforce.
•
Leveraging data and advanced analytics to continuously improve the customer experience as well as our processes and 
29

systems.
•
Improving efficiency in our stores and CECs and our logistics and reconditioning operations to reduce waste.
•
Opening stores in new markets and expanding our presence in existing markets.
•
Becoming the leading retailer of used EVs in the market.  In support of this goal, Edmunds has launched several 
research and buying tools, which include providing data on the health and range of EV batteries as well as an 
evaluation of potential federal and state tax credits and incentives.  This will support our business and help CarMax be 
part of the solution to reduce emissions.
As of February 29, 2024, we had used car stores located in 109 U.S. television markets, which covered approximately 85% of 
the U.S. population.  The format and operating models utilized in our stores are continuously evaluated and may change or 
evolve over time based upon market and consumer expectations.  During fiscal 2024, we opened five stores and our first stand-
alone reconditioning center in the Atlanta metro market.  During fiscal 2025, we anticipate opening five stores, one stand-alone 
reconditioning center and one stand-alone auction facility.
While we execute both our short- and long-term strategy, there are trends and factors that could impact our strategic approach 
or our results in the short and medium term.  For additional information about risks and uncertainties facing our company, see 
“Risk Factors,” included in Part I, Item 1A of this Form 10-K.
CRITICAL ACCOUNTING ESTIMATES
Our results of operations and financial condition as reflected in the consolidated financial statements have been prepared in 
accordance with U.S. generally accepted accounting principles.  Preparation of financial statements requires management to 
make estimates and assumptions affecting the reported amounts of assets, liabilities, revenues, expenses and the disclosures of 
contingent assets and liabilities.  We use our historical experience and other relevant factors when developing our estimates and 
assumptions.  We regularly evaluate these estimates and assumptions.  Note 1 includes a discussion of significant accounting 
policies.  The accounting policy discussed below is the one we consider critical to an understanding of our consolidated 
financial statements because its application places the most significant demands on our judgment.  Our financial results might 
have been different if different assumptions had been used or other conditions had prevailed. 
Allowance for Loan Losses  
The allowance for loan losses represents the net credit losses expected over the remaining contractual life of our managed 
receivables.  Because net loss performance can vary substantially over time, estimating net losses requires assumptions about 
matters that are uncertain.
The allowance for loan losses is determined using a net loss timing curve method (“method”), primarily based on the 
composition of the portfolio of managed receivables and historical gross loss and recovery trends.  Due to the fact that losses 
for receivables with less than 18 months of performance history can be volatile, our net loss estimate weights both historical 
losses by credit grade at origination and actual loss data on the receivables to-date, along with forward loss curves, in estimating 
future performance.  Once the receivables have 18 months of performance history, the net loss estimate reflects actual loss 
experience of those receivables to date, along with forward loss curves, to predict future performance.  The forward loss curves 
are constructed using historical performance data and show the average timing of losses over the course of a receivable’s life.  
The net loss estimate is calculated by applying the loss rates developed using the methods described above to the amortized cost 
basis of the managed receivables.
The output of the method is adjusted to take into account reasonable and supportable forecasts about the future.  Specifically, 
the change in U.S. unemployment rates and the National Automobile Dealers Association used vehicle price index are used to 
predict changes in gross loss and recovery rate, respectively.  An economic adjustment factor, based upon a single 
macroeconomic scenario, is developed to capture the relationship between changes in these indices and changes in gross loss 
and recovery rates.  This factor is applied to the output of the method for the reasonable and supportable forecast period of two 
years.  After the end of this two-year period, we revert to historical experience on a straightline basis over a period of 12 
months.  We periodically consider whether the use of alternative metrics would result in improved model performance and 
revise the model when appropriate.  We also consider whether qualitative adjustments are necessary for factors that are not 
reflected in the quantitative methods but impact the measurement of estimated credit losses.  Such adjustments include the 
uncertainty of the impacts of recent economic trends on customer behavior.  The change in the allowance for loan losses is 
recognized through an adjustment to the provision for loan losses.
Determining the appropriateness of the allowance for loan losses requires management to exercise judgment about matters that 
are inherently uncertain, including the timing and distribution of net losses that could materially affect the allowance for loan 
losses and, therefore, net earnings.  To the extent that actual performance differs from our estimates, additional provision for 
30

credit losses may be required that would reduce net earnings.  A 10% change in the estimated loss rates would have changed the 
allowance for loan losses by approximately $48.3 million as of February 29, 2024.
See Notes 1(H) and 4 for additional information on the allowance for loan losses.
RESULTS OF OPERATIONS – CARMAX SALES OPERATIONS AND OTHER NON-REPORTABLE SEGMENTS
NET SALES AND OPERATING REVENUES
 
Years Ended February 29 or 28
(In millions)
2024
Change
2023
Change
2022
Used vehicle sales
$ 
20,922.3 
 (9.2) % $ 
23,034.3 
 (5.7) % $ 
24,437.1 
Wholesale vehicle sales
 
4,975.8 
 (16.9) %  
5,989.8 
 (11.4) %  
6,763.8 
Other sales and revenues:
Extended protection plan revenues
 
401.8 
 (4.9) %  
422.3 
 (11.7) %  
478.4 
Third-party finance (fees)/income, net
 
(5.8) 
 (183.6) %  
7.0 
 351.7 %  
1.5 
Advertising & subscription revenues (1)
 
135.8 
 1.9 %  
133.3 
 30.9 %  
101.8 
Other
 
106.2 
 8.1 %  
98.2 
 (16.5) %  
117.8 
Total other sales and revenues
 
638.0 
 (3.5) %  
660.8 
 (5.5) %  
699.5 
Total net sales and operating revenues
$ 
26,536.0 
 (10.6) % $ 
29,684.9 
 (6.9) % $ 
31,900.4 
(1) 
Excludes intersegment sales and operating revenues that have been eliminated in consolidation.  See Note 19 for further details.
UNIT SALES
 
Years Ended February 29 or 28
 
2024
Change
2023
Change
2022
Used vehicles
 
765,572 
 (5.2) %  
807,823 
 (12.6) %  
924,338 
Wholesale vehicles
 
546,331 
 (6.6) %  
585,071 
 (17.2) %  
706,212 
 
AVERAGE SELLING PRICES
 
Years Ended February 29 or 28
 
2024
Change
2023
Change
2022
Used vehicles
$ 
27,028 
 (4.3) % $ 
28,251 
 7.8 % $ 
26,207 
Wholesale vehicles
$ 
8,707 
 (11.8) % $ 
9,872 
 6.9 % $ 
9,238 
COMPARABLE STORE USED VEHICLE SALES CHANGES
 
Years Ended February 29 or 28 (1)
 
2024
2023
2022
Used vehicle units
 (6.7) %
 (14.3) %
 21.9 %
Used vehicle revenues
 (10.6) %
 (7.6) %
 54.3 %
(1)  
Stores are added to the comparable store base beginning in their fourteenth full month of operation.  We do not remove renovated stores 
from our comparable store base.  Comparable store calculations include results for a set of stores that were included in our comparable 
store base in both the current and corresponding prior year periods.
31

VEHICLE SALES CHANGES
 
Years Ended February 29 or 28
 
2024
2023
2022
Used vehicle units
 (5.2) %
 (12.6) %
 22.9 %
Used vehicle revenues
 (9.2) %
 (5.7) %
 55.5 %
Wholesale vehicle units
 (6.6) %
 (17.2) %
 65.7 %
Wholesale vehicle revenues
 (16.9) %
 (11.4) %
 153.4 %
USED VEHICLE FINANCING PENETRATION BY CHANNEL (BEFORE THE IMPACT OF 3-DAY PAYOFFS)
Years Ended February 29 or 28 (1)
2024
2023
2022
CAF (2)
 45.8 %
 45.4 %
 46.1 %
Tier 2 (3)
 18.9 
 22.0 
 22.5 
Tier 3 (4)
 7.0 
 6.5 
 7.8 
Other (5)
 28.3 
 26.1 
 23.6 
Total
 100.0 %
 100.0 %
 100.0 %
(1)  
Calculated as used vehicle units financed for respective channel as a percentage of total used units sold.
(2) 
Includes CAF’s Tier 2 and Tier 3 loan originations, which represent less than 2% of total used units sold.
(3)  Third-party finance providers who generally pay us a fee or to whom no fee is paid.
(4)  Third-party finance providers to whom we pay a fee.
(5)  Represents customers arranging their own financing and customers that do not require financing.
CHANGE IN USED CAR STORE BASE
 
Years Ended February 29 or 28
 
2024
2023
2022
Used car stores, beginning of year
 
240  
230  
220 
Store openings
 
5  
10  
10 
Used car stores, end of year
 
245  
240  
230 
 
During fiscal 2024, we opened 5 stores in existing television markets (Winchester, VA; Algonquin, IL; Victorville, CA; Green 
Brook, NJ; and Smithtown, NY).
Used Vehicle Sales
Fiscal 2024 Versus Fiscal 2023.  The 9.2% decrease in used vehicle revenues in fiscal 2024 was primarily driven by a 5.2% 
decrease in used unit sales and a 4.3% decrease in average retail selling price, or approximately $1,200.  The decrease in used 
units included a 6.7% decrease in comparable store used unit sales.  Online retail sales, as defined previously, accounted for 
14% of used unit sales in fiscal 2024, compared with 12% in fiscal 2023.
During fiscal 2024, we believe persistent vehicle affordability challenges continued to impact our used unit sales performance, 
as headwinds remained due to widespread inflationary pressures, higher interest rates, tightened lending standards and 
prolonged low consumer confidence.  While comparable store used unit sales declined 6.7% compared to the prior year, each 
quarter of the current fiscal year had year-over-year sequential improvement. For the first quarter of fiscal 2025, through mid-
April, comparable store used unit sales experienced a mid single-digit decline. 
The decrease in average retail selling price in fiscal 2024 reflected lower vehicle acquisition costs as well as shifts in the mix of 
our sales by vehicle age.
Wholesale Vehicle Sales
Vehicles sold at our wholesale auctions are, on average, approximately 10 years old with more than 100,000 miles and are 
primarily comprised of vehicles purchased through our appraisal process that do not meet our retail standards.  Our wholesale 
auction prices usually reflect trends in the general wholesale market for the types of vehicles we sell, although they can also be 
affected by changes in vehicle mix or the average age, mileage or condition of the vehicles being sold.
32

Fiscal 2024 Versus Fiscal 2023.  The 16.9% decrease in wholesale vehicle revenues in fiscal 2024 was primarily due to an 
11.8% decrease in average selling price, or approximately $1,200, and a 6.6% decrease in unit sales.
The decrease in average selling price in fiscal 2024 was primarily due to shifts in the mix of our sales by vehicle age as well as 
decreased acquisition costs resulting from steep market depreciation.
Other Sales and Revenues
Other sales and revenues include revenue from the sale of ESPs and GAP (collectively reported in EPP revenues, net of a 
reserve for estimated contract cancellations), net third-party finance (fees)/income, advertising and subscription revenues earned 
by our Edmunds business, and other revenues, which are predominantly comprised of service department sales.  The fees we 
pay to the Tier 3 providers are reflected as an offset to finance fee revenues received from the Tier 2 providers.  The mix of our 
retail vehicles financed by CAF, Tier 2 and Tier 3 providers, or customers that arrange their own financing, may vary from 
quarter to quarter depending on several factors, including the credit quality of applicants, changes in providers’ credit 
decisioning and external market conditions.  Changes in originations by one tier of credit providers may also affect the 
originations made by providers in other tiers. 
Fiscal 2024 Versus Fiscal 2023.  Other sales and revenues decreased 3.5% in fiscal 2024, reflecting a decline in EPP revenue 
and an unfavorable change in net third-party finance (fees)/income.  EPP revenues decreased 4.9%, largely reflecting the 
decline in our retail unit sales, a decrease in profit sharing revenue recognized in the current year and decreased penetration, 
partially offset by increased margins and a favorable year-over-year return reserve adjustment.  The change in net third-party 
finance (fees)/income was the result of lower Tier 2 volume, for which we generally receive a fee.
During the the fourth quarter of fiscal 2024, we raised MaxCare margins per contract sold, resulting in a slight decrease in EPP 
penetration while driving overall profitability.  Our expectation is that this action will drive approximately $20 per retail unit of 
incremental EPP margin in fiscal 2025.
GROSS PROFIT
 
Years Ended February 29 or 28 (1)
(In millions)
2024
Change
2023
Change
2022
Used vehicle gross profit
$ 
1,752.0 
 (5.2) % $ 
1,848.2 
 (9.3) % $ 
2,038.4 
Wholesale vehicle gross profit
 
556.8 
 (5.6) %  
589.8 
 (22.9) %  
764.5 
Other gross profit
 
404.4 
 11.7 %  
362.2 
 (25.2) %  
484.6 
Total
$ 
2,713.2 
 (3.1) % $ 
2,800.2 
 (14.8) % $ 
3,287.5 
(1)
Amounts are net of intercompany eliminations.
GROSS PROFIT PER UNIT
 
Years Ended February 29 or 28 (1)
 
2024
2023
2022
 
$ per unit (2)
% (3)
$ per unit (2)
% (3)
$ per unit (2)
% (3)
Used vehicle gross profit
$ 
2,288 
 8.4 $ 
2,288 
 8.0 $ 
2,205 
 8.3 
Wholesale vehicle gross profit
$ 
1,019 
 11.2 $ 
1,008 
 9.8 $ 
1,083 
 11.3 
Other gross profit
$ 
528 
 63.4 $ 
448 
 54.8 $ 
524 
 69.3 
(1)
Amounts are net of intercompany eliminations.  Those eliminations had the effect of increasing used vehicle gross profit per unit and 
wholesale vehicle gross profit per unit and decreasing other gross profit per unit by immaterial amounts.
(2)
Calculated as category gross profit divided by its respective units sold, except the other category, which is divided by total used units 
sold.
(3)
Calculated as a percentage of its respective sales or revenue.
 
33

Used Vehicle Gross Profit
We target a dollar range of gross profit per used unit sold.  The gross profit dollar target for an individual vehicle is based on a 
variety of factors, including its probability of sale and its mileage relative to its age; however, it is not primarily based on the 
vehicle’s selling price.  Our ability to quickly adjust appraisal offers to be consistent with the broader market trade-in trends and 
the pace of our inventory turns reduce our exposure to the inherent continual fluctuation in used vehicle values and contribute to 
our ability to manage gross profit dollars per unit.  Gross profit per used unit is consistent across our omni-channel platform.
We systematically adjust individual vehicle prices based on proprietary pricing algorithms in order to appropriately balance 
sales trends, inventory turns and gross profit achievement.  Other factors that may influence gross profit include the wholesale 
and retail vehicle pricing environments, vehicle reconditioning and logistics costs, and the percentage of vehicles sourced 
directly from consumers and dealers through our appraisal process.  Vehicles purchased directly from consumers and dealers 
generally have a lower cost per unit compared with vehicles purchased at auction or through other channels, which may 
generate more gross profit per unit.  In any given period, our gross profit may also be impacted by the age mix of vehicles sold, 
as older vehicles are generally more profitable.  We monitor macroeconomic factors and pricing elasticity and adjust our pricing 
accordingly to optimize unit sales and profitability while also maintaining a competitively priced inventory.
Fiscal 2024 Versus Fiscal 2023.  Used vehicle gross profit decreased 5.2% in fiscal 2024, driven by the 5.2% decrease in total 
used unit sales.  Used vehicle gross profit per unit in fiscal 2024 was consistent with the prior fiscal year.  We continue to focus 
on striking the right balance between covering cost increases, maintaining margin and passing along efficiencies to consumers 
to support vehicle affordability.
Wholesale Vehicle Gross Profit
Our wholesale gross profit per unit reflects the demand for older, higher mileage vehicles, which are the mainstay of our 
auctions, as well as strong dealer attendance and resulting high dealer-to-car ratios at our auctions.  The frequency of our 
auctions, which are generally held weekly or bi-weekly, minimizes the depreciation risk on these vehicles.  Our ability to adjust 
appraisal offers in response to the wholesale pricing environment is a key factor that influences wholesale gross profit.
Fiscal 2024 Versus Fiscal 2023.  Wholesale vehicle gross profit decreased 5.6% in fiscal 2024, driven by the 6.6% decrease in 
wholesale unit sales.  Wholesale vehicle gross profit per unit in fiscal 2024 was in line with the prior fiscal year.
Other Gross Profit
Other gross profit includes profits related to EPP revenues, net third-party finance (fees)/income, advertising and subscription 
profits earned by our Edmunds business, and other revenues.  Other revenues are predominantly comprised of service 
department operations, including used vehicle reconditioning.  We have no cost of sales related to EPP revenues or net third-
party finance (fees)/income, as these represent revenues paid to us by certain third-party providers.  Third-party finance income 
is reported net of the fees we pay to third-party Tier 3 finance providers.  Accordingly, changes in the relative mix of the 
components of other gross profit can affect the composition and amount of other gross profit.
Fiscal 2024 Versus Fiscal 2023.  Other gross profit increased 11.7% in fiscal 2024, primarily driven by a $75.3 million 
improvement in service department margins, partially offset by a decrease in EPP revenues and an unfavorable change in net 
third-party finance (fees)/income, as discussed above.  The increase in service department profits was driven by efficiency and 
cost coverage measures that we have put in place.  We expect to continue to see significant year-over-year favorability in 
service department profits in fiscal 2025.  The extent of the improvement will be governed by sales performance given the 
leverage/deleverage nature of service. 
34

COMPONENTS OF SG&A EXPENSES AS A PERCENTAGE OF TOTAL SG&A EXPENSES
Fiscal Year 2024
Fiscal Year 2023
 
59%
12%
11%
18%
Total comp and benefits
Store occupancy costs
Advertising expense
Other overhead costs
55%
11%
12%
22%
COMPONENTS OF SG&A EXPENSES COMPARED WITH PRIOR PERIODS (1)
 
Years Ended February 29 or 28
(In millions except per unit data)
2024
Change
2023
Change
2022
Compensation and benefits:
Compensation and benefits, excluding share-
based compensation expense
$ 1,226.8 
 (4.3) % $ 1,282.4 
 4.7 % $ 1,224.4 
Share-based compensation expense
 
114.1 
 36.4 %  
83.6 
 (18.0) %  
102.0 
Total compensation and benefits (2)
$ 1,340.9 
 (1.8) % $ 1,366.0 
 3.0 % $ 1,326.4 
Store occupancy costs
 
271.4 
 1.5 %  
267.3 
 16.3 %  
229.9 
Advertising expense
 
264.4 
 (8.4) %  
288.5 
 (11.5) %  
325.9 
Other overhead costs (3)
 
409.7 
 (27.6) %  
565.6 
 27.6 %  
443.0 
Total SG&A expenses
$ 2,286.4 
 (8.1) % $ 2,487.4 
 7.0 % $ 2,325.2 
SG&A as a % of gross profit
 84.3 %
 (4.5) %
 88.8 %
 18.1 %
 70.7 %
(1)
Amounts are net of intercompany eliminations.
(2)
Excludes compensation and benefits related to reconditioning and vehicle repair service, which are included in cost of sales.  See Note 
13 for details of share-based compensation expense by grant type.
(3)
Includes IT expenses, non-CAF bad debt, insurance, travel, charitable contributions, preopening and relocation costs and other 
administrative expenses.
Fiscal 2024 Versus Fiscal 2023 (Decrease of $201.0 million or 8.1%).  Factors contributing to the net decrease include the 
following:
•
$155.9 million decrease in other overhead costs, which included a $67.2 million benefit in connection with the receipt 
of settlement proceeds in a class action lawsuit related to the economic loss associated with vehicles containing Takata 
airbags.  Other overhead costs were also positively impacted by improvements in non-CAF uncollectable receivables 
that reflect improved execution at our stores and home office as well as external partners, a reduction in technology 
spend and favorability in staffing-related costs.
•
$55.6 million decrease in compensation and benefits, excluding share-based compensation expense, driven by our 
continued focus in our stores and CECs on driving efficiency gains and aligning staffing levels to sales.
•
$24.1 million decrease in advertising expense driven by our deliberate efforts to reduce marketing spend to align with 
sales.  Advertising expense on a per retail unit basis was relatively consistent with the prior year.  For fiscal 2025, we 
expect the full year spend on a per total unit basis to be consistent with fiscal 2024 at approximately $200.
•
$30.5 million increase in stock-based compensation expense, primarily related to cash-settled restricted stock units, as 
the expense associated with these units was primarily driven by the change in the company's stock price during the 
relevant periods.
We anticipate that SG&A will be pressured in the first quarter of fiscal 2025 due to the receipt of $59 million in settlement 
proceeds during the first quarter of fiscal 2024 as well as the impact of stock-based compensation for certain retirement-eligible 
executives and the lapping of favorable reserve adjustments related to non-CAF uncollectable receivables, which amounts to 
approximately $25 million combined.
35

Interest Expense
Interest expense includes the interest related to short- and long-term debt, financing obligations and finance lease obligations.  It 
does not include interest on the non-recourse notes payable, which is reflected within CAF income.
Fiscal 2024 Versus Fiscal 2023.  Interest expense of $124.8 million in fiscal 2024 was relatively consistent compared with 
$120.4 million in fiscal 2023.
Other Income
Other income of $10.3 million in fiscal 2024 was relatively consistent compared with $9.4 million in fiscal 2023.
Income Taxes
The effective income tax rate was 25.3% in fiscal 2024 compared with 23.9% in fiscal 2023.  The increase in the effective 
income tax rate was primarily driven by an increase in our state effective tax rate and a decrease in tax credits.
RESULTS OF OPERATIONS – CARMAX AUTO FINANCE
CAF income primarily reflects interest and fee income generated by CAF’s portfolio of auto loans receivable less the interest 
expense associated with the debt issued to fund these receivables, a provision for estimated loan losses and direct CAF 
expenses.  Total interest margin reflects the spread between interest and fees charged to consumers and our funding costs.  
Changes in the interest margin on new originations affect CAF income over time.  Increases in interest rates, which affect 
CAF’s funding costs, or other competitive pressures on consumer rates, could result in compression in the interest margin on 
new originations.  Changes in the allowance for loan losses as a percentage of ending managed receivables reflect the effect of 
changes in loss and delinquency experience and economic factors on our outlook for net losses expected to occur over the 
remaining contractual life of the loans receivable as well as changes in the mix of credit quality originated. 
CAF’s managed portfolio is composed primarily of loans originated over the past several years.  Trends in receivable growth 
and interest margins primarily reflect the cumulative effect of changes in the business over a multi-year period.  Historically, we 
have sought to originate loans in our core portfolio, which excludes Tier 2 and Tier 3 originations, with an underlying risk 
profile that we believe will, in the aggregate, result in cumulative net losses in the 2% to 2.5% range (excluding CECL-required 
recovery costs) over the life of the loans.  Actual loss performance of the loans may fall outside of this range based on various 
factors, including intentional changes in the risk profile of originations, economic conditions and wholesale recovery 
rates.  Current period originations reflect current trends in both our retail sales and the CAF business, including the volume of 
loans originated, current interest rates charged to consumers, loan terms and average credit scores.  Loans originated in a given 
fiscal period impact CAF income over time, as we recognize income over the life of the underlying auto loan.
CAF also originates a small portion of auto loans to customers who typically would be financed by our Tier 2 and Tier 3 
finance providers, in order to better understand the performance of these loans, mitigate risk and add incremental profits.  
Historically, CAF has targeted originating approximately 5% of the total Tier 3 loan volume, which we increased to 10% during 
fiscal 2022 and throughout most of fiscal 2023.  In response to the current environment, CAF adjusted its underwriting 
standards, including, towards the end of the fourth quarter of fiscal 2023, reducing its targeted percentage of Tier 3 volume 
from 10% to 5%.  During the second quarter of fiscal 2024, CAF further adjusted its targeted percentage of Tier 3 volume to 
less than 5%.  Within the Tier 2 space, CAF continues to originate loans on a test basis and we slightly increased our 
investment in this space starting in the second quarter of fiscal 2024.  Any future adjustments in Tier 2 and Tier 3 will consider 
the broader lending environment, which includes funding availability, along with the long-term sustainability of the change.  
These loans have higher loss and delinquency rates than the remainder of the CAF portfolio, as well as higher contract rates.
CAF income does not include any allocation of indirect costs.  Although CAF benefits from certain indirect overhead 
expenditures, we have not allocated indirect costs to CAF to avoid making subjective allocation decisions.  Examples of 
indirect costs not allocated to CAF include retail store expenses and corporate expenses.
See Note 3 for additional information on CAF income and Note 4 for information on auto loans receivable, including credit 
quality.
36

SELECTED CAF FINANCIAL INFORMATION
 
Years Ended February 29 or 28
(In millions)
2024
% (1)
2023
% (1)
2022
% (1)
Interest margin:
Interest and fee income
$ 
1,677.4 
 9.7 $ 
1,441.5 
 8.8 $ 
1,296.8 
 8.7 
Interest expense
 
(638.7) 
 (3.7)  
(310.3) 
 (1.9)  
(228.8) 
 (1.5) 
Total interest margin
$ 
1,038.7 
 6.0 $ 
1,131.2 
 6.9 $ 
1,068.0 
 7.2 
Provision for loan losses
$ 
(310.5) 
 (1.8) $ 
(317.0) 
 (1.9) $ 
(141.7) 
 (0.9) 
CarMax Auto Finance income
$ 
568.3 
 3.3 $ 
663.4 
 4.1 $ 
801.5 
 5.4 
(1)
Percent of total average managed receivables.
CAF ORIGINATION INFORMATION (AFTER THE IMPACT OF 3-DAY PAYOFFS)
 
Years Ended February 29 or 28
 
2024
2023
2022
Net loans originated (in millions)
$ 8,270.0 
$ 8,832.7 
$ 9,371.2 
Vehicle units financed 
 
328,704 
 
340,077 
 
393,681 
Net penetration rate (1)
 42.9 %
 42.1 %
 42.6 %
Weighted average contract rate
 11.2 %
 9.7 %
 8.5 %
Weighted average credit score (2)
 
719 
 
708 
 
703 
Weighted average loan-to-value (LTV) (3)
 88.7 %
 88.3 %
 88.7 %
Weighted average term (in months)
 
65.4 
 
66.0 
 
66.6 
(1)
Vehicle units financed as a percentage of total used units sold.
(2)
The credit scores represent FICO® scores and reflect only receivables with obligors that have a FICO® score at the time of 
application.  The FICO® score with respect to any receivable with co-obligors is calculated as the average of each obligor’s FICO® 
score at the time of application.  FICO® scores are not a significant factor in our primary scoring model, which relies on information 
from credit bureaus and other application information as discussed in Note 4.  FICO® is a federally registered servicemark of Fair 
Isaac Corporation.
(3)
LTV represents the ratio of the amount financed to the total collateral value, which is measured as the vehicle selling price plus 
applicable taxes, title and fees.
LOAN PERFORMANCE INFORMATION
 
As of and for the
Years Ended February 29 or 28
(In millions)
2024
2023
2022
Total ending managed receivables
$ 17,391.8 
$ 16,767.9 
$ 15,652.3 
Total average managed receivables
$ 17,313.2 
$ 16,304.3 
$ 14,934.0 
Allowance for loan losses
$ 
482.8 
$ 
507.2 
$ 
433.0 
Allowance for loan losses as a percentage of ending managed receivables
 2.78 %
 3.02 %
 2.77 %
Net credit losses on managed receivables
$ 
334.9 
$ 
242.8 
$ 
119.8 
Net credit losses as a percentage of total average managed receivables
 1.93 %
 1.49 %
 0.80 %
Past due accounts as a percentage of ending managed receivables
 5.44 %
 5.00 %
 4.02 %
Average recovery rate (1)
 53.0 %
 64.2 %
 70.8 %
(1) 
The average recovery rate represents the average percentage of the outstanding principal balance we receive when a vehicle is 
repossessed and liquidated, generally at our wholesale auctions.  While in any individual period conditions may vary, over the past 10 
fiscal years, the annual recovery rate has ranged from a low of 46% to a high of 71%, and it is primarily affected by the wholesale 
market environment.
37

Fiscal 2024 Versus Fiscal 2023.
•
CAF income decreased $95.1 million, or 14.3%, reflecting a decrease in the net interest margin percentage, partially offset 
by an increase in average managed receivables and a decrease in the provision for loan losses.
•
Total interest margin decreased as a percentage of average managed receivables to 6.0% in fiscal 2024 compared with 
6.9% in fiscal 2023.  The decrease was primarily driven by higher funding costs as well as an unfavorable impact of swaps 
not designated as hedges for accounting purposes, partially offset by higher customer rates.  While total interest margin 
decreased year-over-year, it was relatively consistent each quarter throughout fiscal 2024.
•
Provision for Loan Losses
◦
The current year provision of $310.5 million decreased slightly from the prior year provision of $317.0 million.
◦
The allowance for loan losses as a percentage of ending managed receivables was 2.78% as of February 29, 2024 
compared with 3.02% as of February 28, 2023.  The decrease in the allowance percentage from the prior year 
primarily reflects CAF's tightened underwriting standards in response to the current environment, partially offset by 
CAF's continued investment in the Tier 2 business as well as unfavorable loss performance.
•
Loan Performance
◦
The decline in net loan originations in fiscal 2024 resulted from decreases in used unit sales and the average amount 
financed, partially offset by an increase in the net penetration rate.
◦
CAF net penetration for fiscal 2024 increased compared to the prior fiscal year, primarily reflecting changes in the 
underlying credit mix of customers applying for financing.
◦
The weighted average contract rate increased to 11.2% in fiscal 2024, compared with 9.7% in the prior year.  The 
increase was primarily due to higher rates charged to customers in response to the current interest rate environment.
◦
The increase in past due accounts as a percentage of ending managed receivables for fiscal 2024 reflects an increase in 
delinquencies as well as our expansion of Tier 2 originations within CAF's portfolio.  The increase in delinquencies 
primarily reflects customer hardship in the current economic environment.
PLANNED FUTURE ACTIVITIES
We anticipate opening a total of seven locations in fiscal 2025, including five stores, one stand-alone reconditioning center and 
one stand-alone auction facility.  We currently estimate capital expenditures will total between $500 million and $550 million in 
fiscal 2025.  Capital expenditures were $465.3 million in fiscal 2024.  The year-over-year increase in planned spending is 
primarily related to the timing of spend for new stores.  Planned capital spending in fiscal 2025 largely consists of spending to 
support our future long-term growth in stand-alone reconditioning and auction facilities, as well as our new stores.
RECENT ACCOUNTING PRONOUNCEMENTS
See Note 1(X) to the consolidated financial statements for information on recent accounting pronouncements applicable to 
CarMax.
FINANCIAL CONDITION
Liquidity and Capital Resources
Our primary ongoing cash requirements are to fund our existing operations, store expansion and improvement, CAF and 
strategic growth initiatives.  Since fiscal 2013, we have also elected to use cash for our share repurchase program.  Our primary 
ongoing sources of liquidity include funds provided by operations, proceeds from non-recourse funding vehicles and 
borrowings under our revolving credit facility or through other financing sources.
Our current capital allocation strategy is to focus on our core business.  Given our recent performance and continued market 
uncertainties, we are taking a conservative approach to our capital structure in order to maintain the flexibility that allows us to 
efficiently access the capital markets for both CAF and CarMax as a whole.  We have taken steps to better align our expenses to 
sales as well as slowed the rate of our store growth.  We resumed our share repurchases during the third quarter of fiscal 2024 
after a pause initiated during the third quarter of the prior fiscal year.  For fiscal 2025, we intend to modestly accelerate the pace 
of our share repurchases above the pace that we implemented in the third quarter of fiscal 2024.  We believe we have the 
appropriate liquidity, access to capital and financial strength to support our operations and continue investing in our strategic 
initiatives for the next twelve months and thereafter for the foreseeable future.
38

We are party to contractual obligations involving commitments to make payments to third parties.  These obligations impact our 
liquidity and capital resource needs.  Our contractual obligations primarily consist of long-term debt and related interest 
payments, leases, purchase obligations and commitments, income taxes and defined benefit retirement plans.  See Notes 12 and 
16 for amounts outstanding as of February 29, 2024 related to debt and leases, respectively.
Our contractual obligations related to income taxes represent the net unrecognized tax benefits related to uncertain tax 
positions.  See Note 10 for information related to income taxes.  Our contractual obligations related to defined benefit 
retirement plans represent the funded status recognized as of February 29, 2024.  See Note 11 for information related to these 
plans.
Purchase obligations and commitments consist of certain enforceable and legally binding obligations related to real estate 
purchases, third-party outsourcing services and advertising.  As of February 29, 2024, our purchase obligations and 
commitments were approximately $428.2 million, of which $213.3 million are due in fiscal 2025.  The majority of the 
remaining purchase obligations and commitments are due within the next three years.
We have historically managed leverage based on a number of factors, including internal financial forecasts, consideration of 
CAF’s operational and capital needs, external peer benchmarking, requirements of our debt agreements and macroeconomic 
conditions.  Generally, we expect to use our revolving credit facility and other financing sources, together with stock 
repurchases, to maintain a leverage profile that ensures operating flexibility while supporting continued investment in the 
business.
Operating Activities.  During fiscal 2024, net cash provided by operating activities totaled $458.6 million compared with 
$1.28 billion in fiscal 2023.  
As of February 29, 2024, total inventory was $3.68 billion, representing a decrease of $48.1 million, or 1.3%, compared with 
the balance as of the start of the fiscal year.  The decrease was primarily due to a decline in the average carrying cost of 
inventory driven by the net impacts of depreciation during the current fiscal year and shifts in the mix of vehicle units from 
non-saleable to saleable due to operational efficiencies.
Our operating cash flows are significantly impacted by changes in auto loans receivable, which increased $980.6 million in 
fiscal 2024 compared with $1.37 billion in fiscal 2023.  The majority of the changes in auto loans receivable are accompanied 
by changes in non-recourse notes payable, which are issued to fund auto loans originated by CAF.  Net issuances of non-
recourse notes payable were $506.9 million in fiscal 2024 compared with $893.3 million in fiscal 2023 and are separately 
reflected as cash from financing activities.  Due to the presentation differences between auto loans receivable and non-recourse 
notes payable on the consolidated statements of cash flows, fluctuations in these amounts can have a significant impact on our 
operating and financing cash flows without affecting our overall liquidity, working capital or cash flows.  
The change in net cash provided by operating activities for fiscal 2024 compared with fiscal 2023 reflected the decrease in 
inventory, as discussed above, combined with the prior year decrease in inventory, partially offset by the changes in auto loans 
receivable, as well as the net impact of volume and timing-related changes in accounts receivable and accounts payable.
Investing Activities.  Net cash used in investing activities totaled $467.0 million in fiscal 2024 compared with $425.8 million in 
fiscal 2023.  Capital expenditures were $465.3 million in fiscal 2024 versus $422.7 million in fiscal 2023.  Capital expenditures 
primarily included land purchases and construction costs to support our growth capacity initiatives and new store openings as 
well as investments in technology.  We maintain a multi-year pipeline of sites to support our store and capacity growth, so 
portions of capital spending in one year may relate to locations that we open in subsequent fiscal years.
Financing Activities.  Net cash provided by financing activities was $307.8 million in fiscal 2024, compared with net cash used 
in financing activities of $710.2 million in fiscal 2023.  Included in these amounts were net issuances of non-recourse notes 
payable of $506.9 million in fiscal 2024 compared with $893.3 million in the prior year.  Non-recourse notes payable are 
typically used to fund changes in auto loans receivable (see “Operating Activities”).  
During fiscal 2024, cash provided by financing activities was impacted by stock repurchases of $94.1 million as well as net 
payments on our long-term debt of $111.5 million.  During fiscal 2023, cash used in financing activities was impacted by stock 
repurchases of $333.9 million as well as net payments on our long-term debt of $1.25 billion.
39

TOTAL DEBT AND CASH AND CASH EQUIVALENTS
(In thousands)
As of February 29 or 28
Debt Description (1)
Maturity Date
2024
2023
Revolving credit facility (2)
June 2028
$ 
— $ 
— 
Term loan (2)
June 2024
 
300,000  
300,000 
Term loan (2)
October 2026
 
699,633  
699,493 
3.86% Senior notes
April 2023
 
—  
100,000 
4.17% Senior notes
April 2026
 
200,000  
200,000 
4.27% Senior notes
April 2028
 
200,000  
200,000 
Financing obligations
Various dates through February 2059
 
516,544  
522,526 
Non-recourse notes payable
Various dates through December 2030
 
16,866,972  
16,360,092 
Total debt (3)
$ 18,783,149 $ 18,382,111 
Cash and cash equivalents
$ 
574,142 $ 
314,758 
(1)
Interest is payable monthly, with the exception of our senior notes, which are payable semi-annually.
(2)
Borrowings accrue interest at variable rates based on SOFR, the federal funds rate, or the prime rate, depending on the type of 
borrowing.
(3)
Total debt excludes unamortized debt issuance costs.  See Note 12 for additional information.
Borrowings under our $2.00 billion unsecured revolving credit facility are available for working capital and general corporate 
purposes, and the unused portion is fully available to us.  The credit facility, term loans and senior note agreements contain 
representations and warranties, conditions and covenants.  If these requirements are not met, all amounts outstanding or 
otherwise owed could become due and payable immediately and other limitations could be placed on our ability to use any 
available borrowing capacity.  As of February 29, 2024, we were in compliance with these financial covenants. 
See Note 12 for additional information on our revolving credit facility, term loans, senior notes and financing obligations.
CAF auto loans receivable are primarily funded through our warehouse facilities and asset-backed term funding transactions.  
These non-recourse funding vehicles are structured to legally isolate the auto loans receivable, and we would not expect to be 
able to access the assets of our non-recourse funding vehicles, even in insolvency, receivership or conservatorship 
proceedings.  Similarly, the investors in the non-recourse notes payable have no recourse to our assets beyond the related 
receivables, the amounts on deposit in reserve accounts and the restricted cash from collections on auto loans receivable.  We 
do, however, continue to have the rights associated with the interest we retain in these non-recourse funding vehicles.
As of February 29, 2024, $13.13 billion and $3.74 billion of non-recourse notes payable were outstanding related to asset-
backed term funding transactions and our warehouse facilities, respectively.  During fiscal 2024, we funded a total of 
$6.63 billion in asset-backed term funding transactions.  As of February 29, 2024, we had $2.06 billion of unused capacity in 
our warehouse facilities.
We have periodically increased our warehouse facility limit over time, as our store base, sales and CAF loan originations have 
grown.  See Notes 1(F) and 12 for additional information on the warehouse facilities. 
We generally repurchase the receivables funded through our warehouse facilities when we enter into an asset-backed term 
funding transaction.  If our counterparties were to refuse to permit these repurchases it could impact our ability to execute on 
our funding program.  Additionally, the agreements related to the warehouse facilities include various representations and 
warranties, as well as covenants and performance triggers related to events of default.  If these requirements are not met, we 
could be unable to continue to fund receivables through the warehouse facilities.  In addition, warehouse facility investors could 
charge us a higher rate of interest and could have us replaced as servicer.  Further, we could be required to deposit collections 
on the related receivables with the warehouse facility agents on a daily basis and deliver executed lockbox agreements to the 
warehouse facility agents.  
The timing and amount of stock repurchases are determined based on stock price, market conditions, legal requirements and 
other factors.  Shares repurchased are deemed authorized but unissued shares of common stock.  As of February 29, 2024, a 
total of $4 billion of board authorizations for repurchases was outstanding, with no expiration date, of which $2.36 billion 
remained available for repurchase.  During the third quarter of fiscal 2024, we resumed our share repurchases after a pause 
initiated during the third quarter of the prior fiscal year.  See Note 13 for more information on share repurchase activity.
40

Fair Value Measurements.  We recognize money market securities, mutual fund investments, certain equity investments and 
derivative instruments at fair value.  See Note 6 for more information on fair value measurements.
Item 7A.  Quantitative and Qualitative Disclosures about Market Risk.
Interest Rate Exposure - Non-Recourse Notes Payable
As of February 29, 2024 and February 28, 2023, all loans in our portfolio of managed receivables were fixed-rate installment 
contracts.  Financing for these receivables was achieved primarily through non-recourse funding vehicles that, in turn, issued 
both fixed- and variable-rate notes.  Non-recourse funding vehicles include warehouse facilities and asset-backed term funding 
transactions.  
Borrowings under our warehouse facilities are variable-rate debt and are secured by auto loans receivable.  The receivables are 
funded through the warehouse facilities until we elect to fund them through an asset-backed term funding transaction, which 
issue notes payable that accrue interest predominantly at fixed rates.  
Interest rate risk related to variable-rate debt is primarily mitigated by entering into derivative instruments.  Our derivative 
instruments are used to manage differences in the amount of our known or expected cash receipts and our known or expected 
cash payments principally related to the funding of our auto loans receivable.  Disruptions in the credit markets or unexpected 
changes in prepayment activity could impact the effectiveness of our hedging strategies.  Generally, changes in interest rates 
associated with underlying swaps will not have a material impact on earnings; however, they could have a material impact on 
cash and cash flows.
Absent any additional actions by the company to further mitigate risk, a 100-basis point increase in market interest rates 
associated with non-recourse funding vehicles would have decreased our fiscal 2024 net earnings per share by approximately 
$0.19.
Credit risk is the exposure to nonperformance of another party to an agreement.  We mitigate credit risk by dealing with highly 
rated bank counterparties.  The market and credit risks associated with derivative instruments are similar to those relating to 
other types of financial instruments.  See Notes 5 and 6 for additional information on derivative instruments and hedging 
activities.
COMPOSITION OF NON-RECOURSE NOTES PAYABLE
 
As of February 29 or 28
(In millions)
2024
2023
Fixed-rate
$ 
10,437.1 $ 
10,416.4 
Variable-rate (1)
 
6,429.9  
5,943.7 
Total
$ 
16,867.0 $ 
16,360.1 
 
(1)
Variable-rate debt includes borrowings under our warehouse facilities as well as the variable portion of borrowings under our asset-
backed term funding transactions.  See Note 12.
 
Interest Rate Exposure - Other Debt
We have interest rate risk from changing interest rates related to borrowings under our revolving credit facility.  We also have 
interest rate risk from changing interest rates related to borrowings under our term loans; however, a portion of the variable-rate 
risk is mitigated by derivative instruments.  Substantially all of these borrowings are variable-rate debt based on SOFR.  A 100-
basis point increase in market interest rates would have decreased our fiscal 2024 net earnings per share by approximately 
$0.02. 
Other Market Exposures
Our pension plan has interest rate risk related to its projected benefit obligation (“PBO”).  Due to the relatively young overall 
age of the plan’s participants, a 100-basis point change in the discount rate has approximately a 15% effect on the PBO 
balance.  A 100-basis point decrease in the discount rate would have decreased our fiscal 2024 net earnings per share by less 
than $0.01.  See Note 11 for more information on our benefit plans.
As our cash-settled restricted stock units are liability awards, the related compensation expense is sensitive to changes in the 
company’s stock price.  The mark-to-market effect on the liability depends on each award’s grant price and previously 
41

recognized expense.  At February 29, 2024, a 10% increase in the company’s stock price would have affected fiscal 2024 net 
earnings per share by approximately $0.02.
42

Item 8.  Consolidated Financial Statements and Supplementary Data.
MANAGEMENT’S ANNUAL REPORT ON INTERNAL CONTROL
OVER FINANCIAL REPORTING
Management is responsible for establishing and maintaining adequate internal control over financial reporting for the 
company.  Because of its inherent limitations, internal control over financial reporting may not prevent or detect 
misstatements.  Accordingly, even effective internal control over financial reporting can provide only reasonable assurance 
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance 
with U.S. generally accepted accounting principles.
Management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the 
framework and criteria established in Internal Control—Integrated Framework (2013), issued by the Committee of Sponsoring 
Organizations of the Treadway Commission.  Based on this evaluation, our management has concluded that our internal control 
over financial reporting was effective as of February 29, 2024.
KPMG LLP, the company’s independent registered public accounting firm, has issued a report on our internal control over 
financial reporting.  Their report is included herein. 
WILLIAM D. NASH
PRESIDENT AND CHIEF EXECUTIVE OFFICER
ENRIQUE N. MAYOR-MORA
EXECUTIVE VICE PRESIDENT AND
CHIEF FINANCIAL OFFICER
43

REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
 
To the Shareholders and Board of Directors  
CarMax, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of CarMax, Inc. and subsidiaries (the Company) as of February 
29, 2024 and February 28, 2023, the related consolidated statements of earnings, comprehensive income, cash flows, and 
shareholders’ equity for each of the years in the three-year period ended February 29, 2024, and the related notes (collectively, 
the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material 
respects, the financial position of the Company as of February 29, 2024 and February 28, 2023, and the results of its operations 
and its cash flows for each of the years in the three-year period ended February 29, 2024, in conformity with U.S. generally 
accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) 
(PCAOB), the Company’s internal control over financial reporting as of February 29, 2024, based on criteria established in 
Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway 
Commission, and our report dated April 15, 2024 expressed an unqualified opinion on the effectiveness of the Company’s 
internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express 
an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the 
PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and 
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the 
audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, 
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the 
consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such 
procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial 
statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, 
as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a 
reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial 
statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or 
disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or 
complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated 
financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate 
opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Assessment of the allowance for loan losses on core managed receivables
As discussed in Notes 1(H) and 4 to the consolidated financial statements, the Company maintained an allowance for loan 
losses on core managed receivables for the net credit losses expected over the remaining contractual life of the managed 
receivables. The balance of the allowance for loan losses on core managed receivables at February 29, 2024 was 
$389.7 million. The Company estimates the allowance for loan losses using the net loss timing curve method, primarily based 
on the composition of the portfolio of managed receivables and historical gross loss and recovery trends. The net loss estimate 
for core managed receivables with less than 18 months of performance history weights both the historical losses by credit grade 
at origination and actual loss data on the receivables to-date, along with forward loss curves, in estimating future performance. 
Once the receivables have 18 months of performance history, the net loss estimate for core managed receivables reflects actual 
loss experience of those receivables to date, along with forward loss curves. The output of the net loss timing curve is adjusted 
to take into account reasonable and supportable macroeconomic forecasts about the future. An economic adjustment factor, 
44

based upon a single macroeconomic scenario, is developed to capture the relationship between changes in this forecast and 
changes in gross loss and recovery rates. This factor is applied to the output of the net loss timing curve for the reasonable and 
supportable forecast period, after which the Company reverts to historical experience on a straight-line basis. In addition, the 
Company assesses the need to make qualitative adjustments to the output of the net loss timing curve method as necessary for 
factors not reflected in the quantitative methods. 
We identified the assessment of the allowance for loan losses on core managed receivables as a critical audit matter. A high 
degree of audit effort, including specialized skills and knowledge, and complex auditor judgment was involved in the 
assessment due to significant measurement uncertainty. The assessment involved evaluating the allowance for loan losses 
methodology, including the net loss timing curve and its key assumptions, which consisted of the historical observation periods, 
forward loss curves, the weighting of actual loss data versus historical losses by credit grade performance used for receivables 
with less than 18 months of performance history, and an economic adjustment factor for the reasonable and supportable forecast 
period. Our assessment also included an evaluation of the qualitative adjustments and the conceptual soundness and 
mathematical accuracy of the net loss timing curve. 
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested 
the operating effectiveness of certain internal controls related to the measurement of the allowance for loan losses on core 
managed receivables, including controls over the (1) development and approval of the allowance for loan losses methodology, 
(2) the identification and determination of the key assumptions and qualitative adjustments, and (3) design and mathematical 
accuracy of the net loss timing curve. We evaluated the Company’s process to develop the allowance for loan losses on core 
managed receivables and involved credit risk professionals with specialized skills and knowledge, who assisted in:
•
evaluating the Company’s allowance for loan losses methodology for compliance with U.S. generally accepted 
accounting principles
•
evaluating the conceptual soundness and mathematical accuracy of the net loss timing curve
•
evaluating the methodology, including key assumptions, used to develop the economic adjustment factor and the 
reasonable and supportable period by comparing them to the Company’s business environment, relevant industry 
practices, and portfolio risk characteristics and trends
•
assessing the other key assumptions used in the net loss timing curve by comparing to historical loss performance and 
the credit composition of the existing loan portfolio
•
evaluating the methodology used to develop the qualitative adjustments compared with relevant credit risk factors and 
consistency with trends and identified limitations of the underlying net loss timing curve.
/s/ KPMG LLP
We have served as the Company’s auditor since 1996. 
Richmond, Virginia
April 15, 2024 
45

REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors 
CarMax, Inc.:
Opinion on Internal Control Over Financial Reporting 
We have audited CarMax, Inc. and subsidiaries' (the Company) internal control over financial reporting as of February 29, 
2024, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring 
Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal 
control over financial reporting as of February 29, 2024, based on criteria established in Internal Control – Integrated 
Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) 
(PCAOB), the consolidated balance sheets of the Company as of February 29, 2024 and February 28, 2023, the related 
consolidated statements of earnings, comprehensive income, cash flows and shareholders’ equity, for each of the years in the 
three-year period ended February 29, 2024, and the related notes (collectively, the consolidated financial statements), and our 
report dated April 15, 2024 expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion 
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its 
assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's 
Annual Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s 
internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are 
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable 
rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the 
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all 
material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control 
over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating 
effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we 
considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting 
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the 
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally 
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures 
that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and 
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit 
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and 
expenditures of the company are being made only in accordance with authorizations of management and directors of the 
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or 
disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, 
projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate 
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Richmond, Virginia
April 15, 2024 
46

CONSOLIDATED STATEMENTS OF EARNINGS
Years Ended February 29 or 28
(In thousands except per share data)
2024
% (1)
2023
% (1)
2022
% (1)
SALES AND OPERATING REVENUES:
 
 
 
 
 
 
Used vehicle sales
$ 
20,922,279 
 78.8 
$ 
23,034,286 
 77.6 
$ 
24,437,095 
 76.6 
Wholesale vehicle sales
 
4,975,802 
 18.8 
 
5,989,796 
 20.2 
 
6,763,813 
 21.2 
Other sales and revenues
 
637,959 
 2.4 
 
660,791 
 2.2 
 
699,504 
 2.2 
NET SALES AND OPERATING REVENUES
 
26,536,040 
 100.0 
 
29,684,873 
 100.0 
 
31,900,412 
 100.0 
COST OF SALES:
Used vehicle cost of sales
 
19,170,320 
 72.2 
 
21,186,135 
 71.4 
 
22,398,651 
 70.2 
Wholesale vehicle cost of sales
 
4,419,044 
 16.7 
 
5,399,969 
 18.2 
 
5,999,277 
 18.8 
Other cost of sales
 
233,467 
 0.9 
 
298,566 
 1.0 
 
214,942 
 0.7 
TOTAL COST OF SALES
 
23,822,831 
 89.8 
 
26,884,670 
 90.6 
 
28,612,870 
 89.7 
GROSS PROFIT 
 
2,713,209 
 10.2 
 
2,800,203 
 9.4 
 
3,287,542 
 10.3 
CARMAX AUTO FINANCE INCOME 
 
568,271 
 2.1 
 
663,404 
 2.2 
 
801,507 
 2.5 
Selling, general and administrative expenses
 
2,286,378 
 8.6 
 
2,487,357 
 8.4 
 
2,325,220 
 7.3 
Depreciation and amortization
 
239,028 
 0.9 
 
228,449 
 0.8 
 
211,956 
 0.7 
Interest expense
 
124,750 
 0.5 
 
120,398 
 0.4 
 
94,095 
 0.3 
Other income
 
(10,271) 
 — 
 
(9,401) 
 — 
 
(34,568) 
 (0.1) 
Earnings before income taxes
 
641,595 
 2.4 
 
636,804 
 2.1 
 
1,492,346 
 4.7 
Income tax provision
 
162,391 
 0.6 
 
152,042 
 0.5 
 
341,049 
 1.1 
NET EARNINGS 
$ 
479,204 
 1.8 
$ 
484,762 
 1.6 
$ 
1,151,297 
 3.6 
WEIGHTED AVERAGE COMMON SHARES:
Basic
 
158,216 
 
158,800 
 
162,410 
Diluted
 
158,707 
 
159,771 
 
165,176 
NET EARNINGS PER SHARE:
Basic
$ 
3.03 
$ 
3.05 
$ 
7.09 
Diluted
$ 
3.02 
$ 
3.03 
$ 
6.97 
(1)
Percents are calculated as a percentage of net sales and operating revenues and may not total due to rounding.
 
 
 
 
See accompanying notes to consolidated financial statements.
47

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
NET EARNINGS
$ 
479,204 
$ 
484,762 
$ 
1,151,297 
Other comprehensive (loss) income, net of taxes:
 
 
 
Net change in retirement benefit plan unrecognized actuarial losses
 
7,474 
 
28,411 
 
19,661 
Net change in cash flow hedge unrecognized gains
 
(46,064)  
115,880 
 
52,608 
Other comprehensive (loss) income, net of taxes
 
(38,590)  
144,291 
 
72,269 
TOTAL COMPREHENSIVE INCOME
$ 
440,614 
$ 
629,053 
$ 
1,223,566 
 
 
 
 See accompanying notes to consolidated financial statements.
48

CONSOLIDATED BALANCE SHEETS
 
As of February 29 or 28
(In thousands except share data)
2024
2023
ASSETS
 
 
CURRENT ASSETS:
 
 
Cash and cash equivalents
$ 
574,142 $ 
314,758 
Restricted cash from collections on auto loans receivable
 
506,648  
470,889 
Accounts receivable, net
 
221,153  
298,783 
Inventory
 
3,678,070  
3,726,142 
Other current assets
 
246,581  
230,795 
TOTAL CURRENT ASSETS 
 
5,226,594  
5,041,367 
Auto loans receivable, net of allowance for loan losses of $482,790 and $507,201 as of 
February 29, 2024 and February 28, 2023, respectively
 
17,011,844  
16,341,791 
Property and equipment, net
 
3,665,530  
3,430,914 
Deferred income taxes
 
98,790  
80,740 
Operating lease assets
 
520,717  
545,677 
Goodwill
 
141,258  
141,258 
Other assets
 
532,064  
600,989 
TOTAL ASSETS 
$ 27,196,797 $ 26,182,736 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
CURRENT LIABILITIES:
 
 
Accounts payable
$ 
933,708 $ 
826,592 
Accrued expenses and other current liabilities
 
523,971  
478,964 
Current portion of operating lease liabilities
 
57,161  
53,287 
Current portion of long-term debt
 
313,282  
111,859 
Current portion of non-recourse notes payable
 
484,167  
467,609 
TOTAL CURRENT LIABILITIES 
 
2,312,289  
1,938,311 
Long-term debt, excluding current portion
 
1,602,355  
1,909,361 
Non-recourse notes payable, excluding current portion
 
16,357,301  
15,865,776 
Operating lease liabilities, excluding current portion
 
496,210  
523,828 
Other liabilities
 
354,902  
332,383 
TOTAL LIABILITIES 
 
21,123,057  
20,569,659 
Commitments and contingent liabilities
SHAREHOLDERS’ EQUITY:
 
 
Common stock, $0.50 par value; 350,000,000 shares authorized; 157,611,939 and 
158,079,033 shares issued and outstanding as of February 29, 2024 and February 28, 2023, 
respectively
 
78,806  
79,040 
Capital in excess of par value
 
1,808,746  
1,713,074 
Accumulated other comprehensive income
 
59,279  
97,869 
Retained earnings
 
4,126,909  
3,723,094 
TOTAL SHAREHOLDERS’ EQUITY 
 
6,073,740  
5,613,077 
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY 
$ 27,196,797 $ 26,182,736 
 
 
See accompanying notes to consolidated financial statements.
49

\
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
OPERATING ACTIVITIES:
 
 
 
Net earnings
$ 
479,204 $ 
484,762 $ 1,151,297 
Adjustments to reconcile net earnings to net cash provided by (used in) 
operating activities:
 
 
 
Depreciation and amortization
 
260,414  
265,224  
273,188 
Share-based compensation expense
 
119,720  
85,592  
109,197 
Provision for loan losses
 
310,516  
317,013  
141,692 
Provision for cancellation reserves
 
80,311  
98,137  
114,928 
Deferred income tax (benefit) provision
 
(4,800)  
(6,550)  
15,000 
Other
 
9,252  
4,773  
(19,139) 
Net decrease (increase) in:
 
 
 
Accounts receivable, net
 
77,630  
262,201  
(288,195) 
Inventory
 
48,072  
1,398,427  (1,967,432) 
Other current assets
 
39,939  
103,222  
(80,790) 
Auto loans receivable, net
 
(980,569)  (1,369,103)  (1,941,574) 
Other assets
 
(13,902)  
(52,286)  
(32,272) 
Net increase (decrease) in:
 
 
 
Accounts payable, accrued expenses and other
 
 
 
  current liabilities and accrued income taxes
 
118,511  
(197,687)  
175,106 
Other liabilities
 
(85,681)  
(110,393)  
(200,456) 
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
 
458,617  
1,283,332  (2,549,450) 
INVESTING ACTIVITIES:
 
 
 
Capital expenditures
 
(465,307)  
(422,710)  
(308,534) 
Proceeds from disposal of property and equipment
 
1,351  
5,190  
260 
Proceeds from sale of business
 
—  
—  
12,298 
Purchases of investments
 
(6,193)  
(12,526)  
(24,614) 
Sales and returns of investments
 
3,151  
4,280  
38,408 
Business acquisition, net of cash acquired
 
—  
—  
(241,563) 
NET CASH USED IN INVESTING ACTIVITIES
 
(466,998)  
(425,766)  
(523,745) 
FINANCING ACTIVITIES:
 
 
 
Proceeds from issuances of long-term debt
 
134,600  
3,020,700  
7,684,400 
Payments on long-term debt
 
(246,067)  (4,275,353)  (5,752,796) 
Cash paid for debt issuance costs
 
(21,633)  
(19,781)  
(20,132) 
Payments on finance lease obligations
 
(16,674)  
(12,200)  
(11,923) 
Issuances of non-recourse notes payable
 12,380,050  14,333,896  14,328,298 
Payments on non-recourse notes payable
 (11,873,169)  (13,440,603)  (12,626,308) 
Repurchase and retirement of common stock
 
(94,086)  
(333,932)  
(576,478) 
Equity issuances
 
44,766  
17,093  
79,805 
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
 
307,787  
(710,180)  
3,104,866 
Increase in cash, cash equivalents, and restricted cash
 
299,406  
147,386  
31,671 
Cash, cash equivalents, and restricted cash at beginning of year
 
951,004  
803,618  
771,947 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF 
YEAR
$ 1,250,410 $ 
951,004 $ 
803,618 
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH TO THE CONSOLIDATED 
BALANCE SHEETS
Cash and cash equivalents
$ 
574,142 $ 
314,758 $ 
102,716 
Restricted cash from collections on auto loans receivable
 
506,648  
470,889  
548,099 
Restricted cash included in other assets
 
169,620  
165,357  
152,803 
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF 
YEAR
$ 1,250,410 $ 
951,004 $ 
803,618 
See accompanying notes to consolidated financial statements.
50

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
 
 
 
 
 
Accumulated
 
 
Common
 
Capital in
 
Other
 
 
Shares
Common
Excess of
Retained
Comprehensive
 
(In thousands)
Outstanding
Stock
Par Value
Earnings
Income (Loss)
Total
Balance as of February 28, 2021
 
163,172 
$ 
81,586 
$ 1,513,821 
$ 2,887,897 
$ 
(118,691) $ 4,364,613 
Net earnings
 
— 
 
— 
 
— 
 
1,151,297 
 
— 
 
1,151,297 
Other comprehensive income
 
— 
 
— 
 
— 
 
— 
 
72,269 
 
72,269 
Share-based compensation expense
 
— 
 
— 
 
56,762 
 
— 
 
— 
 
56,762 
Shares issued for acquisition
 
776 
 
388 
 
90,183 
 
— 
 
— 
 
90,571 
Repurchases of common stock
 
(4,475)  
(2,237)  
(44,260)  
(515,128)  
— 
 
(561,625) 
Exercise of common stock options
 
1,302 
 
651 
 
79,154 
 
— 
 
— 
 
79,805 
Stock incentive plans, net shares 
issued
 
279 
 
139 
 
(18,392)  
— 
 
— 
 
(18,253) 
Balance as of February 28, 2022
 
161,054 
$ 
80,527 
$ 1,677,268 
$ 3,524,066 
$ 
(46,422) $ 5,235,439 
Net earnings
 
— 
 
— 
 
— 
 
484,762 
 
— 
 
484,762 
Other comprehensive income
 
— 
 
— 
 
— 
 
— 
 
144,291 
 
144,291 
Share-based compensation expense
 
— 
 
— 
 
62,025 
 
— 
 
— 
 
62,025 
Repurchases of common stock
 
(3,404)  
(1,702)  
(35,807)  
(285,734)  
— 
 
(323,243) 
Exercise of common stock options
 
268 
 
134 
 
16,959 
 
— 
 
— 
 
17,093 
Stock incentive plans, net shares 
issued
 
161 
 
81 
 
(7,371)  
— 
 
— 
 
(7,290) 
Balance as of February 28, 2023
 
158,079 
$ 
79,040 
$ 1,713,074 
$ 3,723,094 
$ 
97,869 
$ 5,613,077 
Net earnings
 
— 
 
— 
 
— 
 
479,204 
 
— 
 
479,204 
Other comprehensive loss
 
— 
 
— 
 
— 
 
— 
 
(38,590)  
(38,590) 
Share-based compensation expense
 
— 
 
— 
 
70,956 
 
— 
 
— 
 
70,956 
Repurchases of common stock
 
(1,334)  
(667)  
(15,351)  
(75,389)  
— 
 
(91,407) 
Exercise of common stock options
 
752 
 
376 
 
44,390 
 
— 
 
— 
 
44,766 
Stock incentive plans, net shares 
issued
 
115 
 
57 
 
(4,323)  
— 
 
— 
 
(4,266) 
Balance as of February 29, 2024
 
157,612 
$ 
78,806 
$ 1,808,746 
$ 4,126,909 
$ 
59,279 
$ 6,073,740 
 
 
 
 
See accompanying notes to consolidated financial statements.
51

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1.
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(A) Business and Background
CarMax, Inc. (“we,” “our,” “us,” “CarMax” and “the company”), including its wholly owned subsidiaries, is the nation’s largest 
retailer of used vehicles.  We operate in two reportable segments:  CarMax Sales Operations and CarMax Auto Finance 
(“CAF”).  Our CarMax Sales Operations segment consists of all aspects of our auto merchandising and service operations, 
excluding financing provided by CAF.  Our CAF segment consists solely of our own finance operation that provides financing 
to customers buying retail vehicles from CarMax.  On June 1, 2021, we completed the acquisition of Edmunds Holding 
Company (“Edmunds”), which does not meet the quantitative thresholds to be considered a reportable segment.  See Note 19 
for additional information on our reportable segments.
We deliver an unrivaled customer experience by offering a broad selection of quality used vehicles and related products and 
services at competitive, no-haggle prices using a customer-friendly sales process.  Our omni-channel platform, which gives us 
the largest addressable market in the used car industry, empowers our retail customers to buy a car on their terms – online, in-
store or an integrated combination of both.  We offer customers a range of related products and services, including the appraisal 
and purchase of vehicles directly from consumers; the financing of retail vehicle purchases through CAF and third-party 
finance providers; the sale of extended protection plan (“EPP”) products, which include extended service plans (“ESPs”) and 
guaranteed asset protection (“GAP”); and vehicle repair service.  Vehicles purchased through the appraisal process that do not 
meet our retail standards are sold to licensed dealers through on-site or virtual wholesale auctions. 
(B) Basis of Presentation and Use of Estimates
The consolidated financial statements include the accounts of CarMax and our wholly owned subsidiaries.  All significant 
intercompany balances and transactions have been eliminated in consolidation.  The preparation of financial statements in 
conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and 
assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets 
and liabilities.  Actual results could differ from those estimates.  Certain prior year amounts have been reclassified to conform 
to the current year’s presentation.  Amounts and percentages may not total due to rounding.  
(C) Cash and Cash Equivalents
Cash equivalents consisting of highly liquid investments with original maturities of three months or less were $484.3 million as 
of February 29, 2024 and $229.5 million as of February 28, 2023.
(D) Restricted Cash from Collections on Auto Loans Receivable
Cash equivalents, totaling $506.6 million as of February 29, 2024 and $470.9 million as of February 28, 2023, consisted of 
collections of principal, interest and fee payments on auto loans receivable that are restricted for payment to holders of non-
recourse notes payable pursuant to the applicable agreements.
(E) Accounts Receivable, Net
Accounts receivable, net of an allowance for doubtful accounts, includes certain amounts due from third-party finance providers 
and customers, and other miscellaneous receivables.  The allowance for doubtful accounts is estimated based on historical 
experience and trends.
(F) Financing and Securitization Transactions
We maintain a revolving funding program composed of three warehouse facilities (“warehouse facilities”) that we use to fund 
auto loans receivable originated by CAF.  We typically elect to fund these receivables through an asset-backed term funding 
transaction, such as a term securitization or alternative funding arrangement, at a later date.  We sell the auto loans receivable to 
one of three wholly owned, bankruptcy-remote, special purpose entities that transfer an undivided percentage ownership 
interest in the receivables, but not the receivables themselves, to entities formed by third-party investors.  These entities issue 
asset-backed commercial paper or utilize other funding sources supported by the transferred receivables, and the proceeds are 
used to finance the related receivables.
We typically use term securitizations to provide long-term funding for most of the auto loans receivable initially funded through 
the warehouse facilities.  In these transactions, a pool of auto loans receivable is sold to a bankruptcy-remote, special purpose 
entity that, in turn, transfers the receivables to a special purpose securitization trust.  The securitization trust issues asset-backed 
securities, secured or otherwise supported by the transferred receivables, and the proceeds from the sale of the asset-backed 
securities are used to finance the securitized receivables.
52

We are required to evaluate term securitization trusts for consolidation.  In our capacity as servicer, we have the power to direct 
the activities of the trusts that most significantly impact the economic performance of the trusts.  In addition, we have the 
obligation to absorb losses (subject to limitations) and the rights to receive any returns of the trusts, which could be 
significant.  Accordingly, we are the primary beneficiary of the trusts and are required to consolidate them.
We recognize transfers of auto loans receivable into the warehouse facilities and asset-backed term funding transactions, 
including term securitizations (together, “non-recourse funding vehicles”), as secured borrowings, which result in recording the 
auto loans receivable and the related non-recourse notes payable on our consolidated balance sheets.
These receivables can only be used as collateral to settle obligations of the related non-recourse funding vehicles.  The non-
recourse funding vehicles and investors have no recourse to our assets beyond the related receivables, the amounts on deposit in 
reserve accounts and the restricted cash from collections on auto loans receivable.  We have not provided financial or other 
support to the non-recourse funding vehicles that was not previously contractually required, and there are no additional 
arrangements, guarantees or other commitments that could require us to provide financial support to the non-recourse funding 
vehicles.
See Notes 4 and 12 for additional information on auto loans receivable and non-recourse notes payable. 
(G) Inventory
Inventory is primarily comprised of vehicles held for sale or currently undergoing reconditioning and is stated at the lower of 
cost or net realizable value (“NRV”).  Vehicle inventory cost is determined by specific identification.  Parts, labor and overhead 
costs associated with reconditioning vehicles, as well as transportation and other incremental expenses associated with 
acquiring and reconditioning vehicles, are included in inventory.
(H) Auto Loans Receivable, Net
Auto loans receivable include amounts due from customers related to retail vehicle sales financed through CAF and are 
presented net of an allowance for loan losses.  The allowance for loan losses represents the net credit losses expected over the 
remaining contractual life of our managed receivables.  See Note 4 for additional information on our significant accounting 
policies related to auto loans receivable and the allowance for loan losses.
(I) Property and Equipment
Property and equipment is stated at cost less accumulated depreciation and amortization.  Depreciation and amortization are 
calculated using the straight-line method over the shorter of the asset’s estimated useful life or the lease term, if 
applicable.  Costs incurred during new store construction are capitalized as construction-in-progress and reclassified to the 
appropriate fixed asset categories when the store is completed.
Estimated Useful Lives
 
Life
Buildings
25 years
Leasehold improvements
10 – 15 years
Furniture, fixtures and equipment
3 – 15 years
Software 
5 years
We review long-lived assets for impairment when events or changes in circumstances indicate the carrying amount of an asset 
may not be recoverable.  We recognize impairment when the sum of undiscounted estimated future cash flows expected to 
result from the use of the asset is less than the carrying value of the asset.  See Note 7 for additional information on property 
and equipment.
(J) Other Assets
Restricted Cash on Deposit in Reserve Accounts.  The restricted cash on deposit in reserve accounts is for the benefit of 
holders of non-recourse notes payable, and these funds are not expected to be available to the company or its creditors.  In the 
event that the cash generated by the related receivables in a given period was insufficient to pay the interest, principal and other 
required payments, the balances on deposit in the reserve accounts would be used to pay those amounts.  Restricted cash on 
deposit in reserve accounts is invested in money market securities or bank deposit accounts and was $118.2 million as of 
February 29, 2024 and $113.7 million as of February 28, 2023.
53

Other Investments.  Other investments includes restricted money market securities primarily held to satisfy certain insurance 
program requirements, investments held in a rabbi trust established to fund informally our executive deferred compensation 
plan and investments in equity securities.  Money market securities and mutual funds are reported at fair value, and investments 
in equity securities are reported at cost less any impairment and adjusted for any observable changes in price.  Gains and losses 
on these securities are reflected as a component of other income.  Other investments totaled $137.3 million as of February 29, 
2024 and $133.2 million as of February 28, 2023.
(K) Financing Obligations 
We generally account for sale-leaseback transactions as financing obligations.  Accordingly, we record certain of the assets 
subject to these transactions on our consolidated balance sheets in property and equipment and the related sales proceeds as 
financing obligations in long-term debt.  Depreciation is recognized on the assets over their estimated useful lives, generally 25 
years.  A portion of the periodic lease payments is recognized as interest expense and the remainder reduces the obligation.  In 
the event the sale-leasebacks are modified or extended beyond their original term, the related obligation is increased based on 
the present value of the revised future minimum lease payments on the date of the modification, with a corresponding increase 
to the net carrying amount of the assets subject to these transactions.  See Note 12 for additional information on financing 
obligations.
(L) Accrued Expenses
As of February 29, 2024 and February 28, 2023, accrued expenses and other current liabilities included accrued compensation 
and benefits of $192.4 million and $159.3 million, respectively; loss reserves for general liability and workers’ compensation 
insurance of $51.9 million and $47.5 million, respectively; our vehicle return reserves of $97.8 million and $95.9 million, 
respectively; and the current portion of cancellation reserves.  See Note 9 for additional information on cancellation reserves.
(M) Defined Benefit Plan Obligations
The recognized funded status of defined benefit retirement plan obligations is included both in accrued expenses and other 
current liabilities and in other liabilities.  The current portion represents benefits expected to be paid from our benefit 
restoration plan over the next 12 months.  The defined benefit retirement plan obligations are determined using a number of 
actuarial assumptions.  Key assumptions used in measuring the plan obligations include the discount rate, rate of return on plan 
assets and mortality rate.  See Note 11 for additional information on our benefit plans.
(N) Insurance Liabilities
Insurance liabilities are included in accrued expenses and other current liabilities.  We use a combination of insurance and self-
insurance for a number of risks including workers’ compensation, general liability and employee-related health care costs, a 
portion of which is paid by associates.  Estimated insurance liabilities are determined by considering historical claims 
experience, demographic factors and other actuarial assumptions.
(O) Revenue Recognition
Our revenue consists primarily of used and wholesale vehicle sales, as well as sales from EPP products, advertising and 
subscription revenues earned by our Edmunds business and vehicle repair service revenues.  See Note 2 for additional 
information on our significant accounting policies related to revenue recognition.
(P) Cost of Sales
Cost of sales includes the cost to acquire vehicles and the reconditioning and transportation costs associated with preparing the 
vehicles for resale.  It also includes payroll, fringe benefits, and parts, labor and overhead costs associated with reconditioning 
and vehicle repair services.  The gross profit earned by our service department for used vehicle reconditioning service is a 
reduction of cost of sales.  We maintain a reserve to eliminate the internal profit on vehicles that have not been sold. 
(Q) Selling, General and Administrative Expenses
Selling, general and administrative (“SG&A”) expenses primarily include compensation and benefits, other than payroll related 
to reconditioning and vehicle repair services; rent and other occupancy costs; advertising; and other, including IT expenses, 
non-CAF bad debt, insurance, travel, charitable contributions, preopening and relocation costs, and other administrative 
expenses.
(R) Advertising Expenses
Advertising costs are expensed as incurred and substantially all are included in SG&A expenses.  Total advertising expenses 
were $265.6 million in fiscal 2024, $295.6 million in fiscal 2023 and $332.2 million in fiscal 2022.
(S)  Location Opening Expenses
Costs related to location openings, including preopening costs, are expensed as incurred and are included in SG&A expenses.
54

(T) Share-Based Compensation
Share-based compensation represents the cost related to share-based awards granted to employees and non-employee 
directors.  We measure share-based compensation cost at the grant date, based on the estimated fair value of the award, and we 
recognize the cost on a straight-line basis, net of estimated forfeitures, over the grantee’s requisite service period, which is 
generally the vesting period of the award.  We estimate the fair value of stock options using a binomial valuation model.  Key 
assumptions used in estimating the fair value of options are dividend yield, expected volatility, risk-free interest rate and 
expected term.  The fair values of restricted stock, stock-settled performance stock units and stock-settled deferred stock units 
are based on the closing prices on the date of the grant.  The fair value of stock-settled market stock units is determined using a 
Monte-Carlo simulation based on the expected market price of our common stock on the vesting date and the expected number 
of converted common shares.  Cash-settled restricted stock units are liability awards with fair value measurement based on the 
closing price of CarMax common stock as of the end of each reporting period.  Share-based compensation expense is recorded 
in either cost of sales, CAF income or SG&A expenses based on the recipients’ respective function.
We record deferred tax assets for awards that result in deductions on our income tax returns, based on the amount of 
compensation expense recognized and the statutory tax rate in the jurisdiction in which we will receive a 
deduction.  Differences between the deferred tax assets recognized for financial reporting purposes and the actual tax deduction 
reported on the income tax return are recorded in income tax expense.  See Note 13 for additional information on stock-based 
compensation.
(U) Derivative Instruments and Hedging Activities
We enter into derivative instruments to manage certain risks arising from both our business operations and economic conditions 
that result in the future known receipt or payment of uncertain cash amounts, the values of which are impacted by interest 
rates.  We recognize the derivatives at fair value on the consolidated balance sheets, and where applicable, such contracts 
covered by master netting agreements are reported net.  Gross positive fair values are netted with gross negative fair values by 
counterparty.  The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether 
we have elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging 
relationship has satisfied the criteria necessary to apply hedge accounting.  We may enter into derivative contracts that are 
intended to economically hedge certain risks, even though hedge accounting may not apply or we do not elect to apply hedge 
accounting.  See Note 5 for additional information on derivative instruments and hedging activities.
(V) Income Taxes
We file a consolidated federal income tax return.  Deferred income taxes reflect the impact of temporary differences between 
the amounts of assets and liabilities recognized for financial reporting purposes and the amounts recognized for income tax 
purposes, measured by applying currently enacted tax laws.  A deferred tax asset is recognized if it is more likely than not that a 
benefit will be realized.  Changes in tax laws and tax rates are reflected in the income tax provision in the period in which the 
changes are enacted.  We evaluate the need to record valuation allowances that would reduce deferred tax assets to the amount 
that will more likely than not be realized.  When assessing the need for valuation allowances, we consider available loss 
carrybacks, tax planning strategies, future reversals of existing temporary differences and future taxable income.
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the position will be sustained 
upon review by tax authorities.  Benefits recognized from tax positions are measured at the highest tax benefit that is greater 
than 50% likely of being realized upon settlement.  To the extent that the final tax outcome of these matters is different from the 
amounts recorded, the differences impact income tax expense in the period in which the determination is made.  Interest and 
penalties related to income tax matters are included in SG&A expenses.  See Note 10 for additional information on income 
taxes.
(W) Net Earnings Per Share
Basic net earnings per share is computed by dividing net earnings available for basic common shares by the weighted average 
number of shares of common stock outstanding.  Diluted net earnings per share is computed by dividing net earnings available 
for diluted common shares by the sum of the weighted average number of shares of common stock outstanding and dilutive 
potential common stock.  Diluted net earnings per share is calculated using the “if-converted” treasury stock method.  See Note 
14 for additional information on net earnings per share.
(X) Recent Accounting Pronouncements
Adopted in the Current Period
In October 2021, the Financial Accounting Standards Board (“FASB”) issued an accounting pronouncement (ASU 2021-08) 
related to accounting for acquired revenue contracts with customers in a business combination.  The amendments in this update 
address diversity in practice and inconsistency related to recognition of an acquired contract liability and the effect of payment 
terms on subsequent revenue recognition for the acquirer.  This update is effective for fiscal years beginning after December 15, 
55

2022, including interim periods within those fiscal years.  We adopted this pronouncement for our fiscal year beginning March 
1, 2023, and it did not have a material effect on our consolidated financial statements.
In March 2022, the FASB issued an accounting pronouncement (ASU 2022-01) related to the portfolio layer method of hedge 
accounting.  The amendments in this update clarify the accounting and promote consistency in reporting for hedges where the 
portfolio layer method is applied.  This update is effective for fiscal years beginning after December 15, 2022, and interim 
periods within those fiscal years.  We adopted this pronouncement for our fiscal year beginning March 1, 2023, and it did not 
have a material effect on our consolidated financial statements.
In March 2022, the FASB issued an accounting pronouncement (ASU 2022-02) related to troubled debt restructurings 
(“TDRs”) and vintage disclosures for financing receivables.  The amendments in this update eliminate the accounting guidance 
for TDRs by creditors while enhancing disclosure requirements for certain loan refinancing and restructurings by creditors 
made to borrowers experiencing financial difficulty.  The amendments also require disclosure of current-period gross charge-
offs by year of origination for financing receivables.  The amendments in this update are effective for fiscal years beginning 
after December 15, 2022, including interim periods within those fiscal years.  We adopted this pronouncement for our fiscal 
year beginning March 1, 2023, and made the necessary updates to our vintage disclosures.  Aside from these disclosure 
changes, the amendments did not have a material effect on our consolidated financial statements.
In September 2022, the FASB issued an accounting pronouncement (ASU 2022-04) related to disclosure requirements for 
buyers in supplier finance programs.  The amendments in the update require that buyers disclose qualitative and quantitative 
information about their supplier finance programs.  Interim and annual requirements include disclosure of outstanding amounts 
under the obligations as of the end of the reporting period, and annual requirements include a rollforward of those obligations 
for the annual reporting period, as well as a description of payment and other key terms of the programs.  This update is 
effective for annual periods beginning after December 15, 2022, and interim periods within those fiscal years, except for the 
requirement to disclose rollforward information, which is effective for fiscal years beginning after December 15, 2023.  We 
adopted this pronouncement for our fiscal year beginning March 1, 2023, and it did not have a material effect on our 
consolidated financial statements.
Effective in Future Periods
In October 2023, the FASB issued an accounting pronouncement (ASU 2023-06) related to disclosure or presentation 
requirements for various subtopics in the FASB’s Accounting Standards Codification (“Codification”).  The amendments in the 
update are intended to align the requirements in the Codification with the U.S. Securities and Exchange Commission's (“SEC”) 
regulations and facilitate the application of GAAP for all entities.  The effective date for each amendment is the date on which 
the SEC removal of the related disclosure requirement from Regulation S-X or Regulation S-K becomes effective, or if the SEC 
has not removed the requirements by June 30, 2027, this amendment will be removed from the Codification and will not 
become effective for any entity.  Early adoption is prohibited.  We do not expect this update to have a material impact on our 
consolidated financial statements.
In November 2023, the FASB issued an accounting pronouncement (ASU 2023-07) related to the disclosure of incremental 
segment information on an annual and interim basis.  This update is effective for annual periods beginning after December 15, 
2023, and interim periods within fiscal years beginning after December 15, 2024, and requires retrospective application to all 
prior periods presented in the financial statements.  We plan to adopt this pronouncement beginning with our fiscal year ended 
February 28, 2025, and we do not expect it to have a material effect on our consolidated financial statements.
In December 2023, the FASB issued an accounting pronouncement (ASU 2023-09) related to income tax disclosures.  The 
amendments in this update are intended to enhance the transparency and decision usefulness of income tax disclosures primarily 
through changes to the rate reconciliation and income taxes paid information.  This update is effective for annual periods 
beginning after December 15, 2024, though early adoption is permitted.  We plan to adopt this pronouncement for our fiscal 
year beginning March 1, 2025, and we do not expect it to have a material effect on our consolidated financial statements.
In March 2024, the SEC issued final rules to enhance public company disclosures related to the risks and impacts of climate-
related matters, and in April 2024, the SEC voluntarily stayed the new rules as a result of pending legal challenges.  The new 
rules, if adopted, include a requirement to disclose climate-related risks and the material impacts that severe weather events and 
other natural conditions have had, or are reasonably likely to have, on the company.  The rules also require disclosures related 
to management and the board of directors’ governance over such risks.  The new disclosure rules, absent the results of pending 
legal challenges, are currently expected to be effective for our Form 10-K for the year-ended February 28, 2026, except for 
those relating to greenhouse gas emissions, which are expected to be effective for our Form 10-K for the year-ended February 
28, 2027.  We are in the process of evaluating the impacts of these new rules.
56

2.    REVENUE
We recognize revenue when control of the good or service has been transferred to the customer, generally either at the time of 
sale or upon delivery to a customer.  Our contracts have a fixed contract price and revenue is measured as the amount of 
consideration we expect to receive in exchange for transferring goods or providing services.  We collect sales taxes and other 
taxes from customers on behalf of governmental authorities at the time of sale.  These taxes are accounted for on a net basis and 
are not included in net sales and operating revenues or cost of sales.  We generally expense sales commissions when incurred 
because the amortization period would have been less than one year.  These costs are recorded within selling, general and 
administrative expenses.  We do not have any significant payment terms as payment is received at or shortly after the point of 
sale.
Disaggregation of Revenue
Years Ended February 29 or 28
(In millions)
2024
2023
2022
Used vehicle sales
$ 
20,922.3 
$ 
23,034.3 
$ 
24,437.1 
Wholesale vehicle sales
 
4,975.8 
 
5,989.8 
 
6,763.8 
Other sales and revenues:
Extended protection plan revenues
 
401.8 
 
422.3 
 
478.4 
Third-party finance (fees)/income, net
 
(5.8) 
 
7.0 
 
1.5 
Advertising & subscription revenues (1)
 
135.8 
 
133.3 
 
101.8 
Service revenues
 
85.1 
 
82.3 
 
81.8 
Other
 
21.1 
 
15.9 
 
36.0 
Total other sales and revenues
 
638.0 
 
660.8 
 
699.5 
Total net sales and operating revenues
$ 
26,536.0 
$ 
29,684.9 
$ 
31,900.4 
(1)   Excludes intersegment sales and operating revenues that have been eliminated in consolidation.  See Note 19 for further details.
Used Vehicle Sales.  Revenue from the sale of used vehicles is recognized upon transfer of control of the vehicle to the 
customer.  As part of our customer service strategy, we guarantee the retail vehicles we sell with a 30-day/1,500 mile, money-
back guarantee.  In May 2024, we will replace our 30-day money-back guarantee with a 10-day money-back guarantee.  We 
record a reserve for estimated returns based on historical experience and trends.  The reserve for estimated returns is presented 
gross on the consolidated balance sheets, with a return asset recorded in other current assets and a refund liability recorded in 
accrued expenses and other current liabilities.  We also guarantee the used vehicles we sell with a 90-day/4,000-mile limited 
warranty.  These warranties are deemed assurance-type warranties and are accounted for as warranty obligations.  See Note 18 
for additional information on this warranty and its related obligation.
Wholesale Vehicle Sales.  Wholesale vehicles are sold at our auctions, and revenue from the sale of these vehicles is 
recognized upon transfer of control of the vehicle to the customer.  Dealers also pay a fee to us based on the sale price of the 
vehicles they purchase.  This fee is recognized as revenue at the time of sale.  While we provide condition disclosures on each 
wholesale vehicle sold, the vehicles are subject to a limited right of return.  We record a reserve for estimated returns based on 
historical experience and trends.  The reserve for estimated returns is presented gross on the consolidated balance sheets, with a 
return asset recorded in other current assets and a refund liability recorded in accrued expenses and other current liabilities.
EPP Revenues.  We also sell ESP and GAP products on behalf of unrelated third parties, who are primarily responsible for 
fulfilling the contract, to customers who purchase a retail vehicle.  The ESPs we currently offer on all used vehicles provide 
coverage up to 60 months (subject to mileage limitations), while GAP covers the customer for the term of their finance contract.  
We recognize revenue, on a net basis, at the time of sale.  We also record a reserve, or refund liability, for estimated contract 
cancellations.  The reserve for cancellations is evaluated for each product and is based on forecasted forward cancellation 
curves utilizing historical experience, recent trends and credit mix of the customer base.  Our risk related to contract 
cancellations is limited to the revenue that we receive.  Cancellations fluctuate depending on the volume of EPP sales, customer 
financing default or prepayment rates, and shifts in customer behavior, including those related to changes in the coverage or 
term of the product.  The current portion of estimated cancellation reserves is recognized as a component of accrued expenses 
and other current liabilities with the remaining amount recognized in other liabilities.  See Note 9 for additional information on 
cancellation reserves.
57

We are contractually entitled to receive profit-sharing revenues based on the performance of the ESPs administered by third 
parties.  These revenues are a form of variable consideration included in EPP revenues to the extent that it is probable that it 
will not result in a significant revenue reversal.  An estimate of the amount to which we expect to be entitled is determined upon 
satisfying the performance obligation of selling the ESP.  This estimate is subject to various constraints; primarily, factors that 
are outside of the company’s influence or control.  We have determined that these constraints generally preclude any profit-
sharing revenues from being recognized before they are paid.  As of February 29, 2024 and February 28, 2023, no current or 
long-term contract asset was recognized related to cumulative profit-sharing payments to which we expect to be entitled.  The 
estimate of the amount to which we expect to be entitled is reassessed each reporting period and any changes are reflected in 
other sales and revenues on our consolidated statements of earnings and other assets on our consolidated balance sheets.
Third-Party Finance (Fees)/Income.  Customers applying for financing who are not approved or are conditionally approved by 
CAF are generally evaluated by other third-party finance providers.  These providers generally either pay us or are paid a fixed, 
pre-negotiated fee per contract.  We recognize these fees at the time of sale.
Advertising and Subscription Revenues.  Advertising and subscription revenues consist of revenues earned by our Edmunds 
business.  Advertising revenues are derived from advertising contracts with automotive manufacturers based on fixed fees per 
impression and fees for certain activities completed by customers on the manufacturers' websites.  These fees are recognized in 
the period the impressions are delivered or certain activities occurred.  Subscription revenues are derived from packages sold to 
automotive dealers that include car leads, inventory listings and enhanced placement in Edmunds' dealer locator and are 
recognized over the period that the services are made available to the dealers.  Subscription revenues also include a digital 
marketing subscription service, which allows dealers to gain exposure on third party partner websites.  Revenues for this service 
are recognized on a net basis.
Service Revenues.  Service revenue consists of labor and parts income related to vehicle repair service, including repairs of 
vehicles covered under an ESP we sell or warranty program.  Service revenue is recognized at the time the work is completed.
Other Revenues.  Other revenues include miscellaneous goods and services, which are immaterial to our consolidated financial 
statements.
3.    CARMAX AUTO FINANCE
CAF provides financing to qualified retail customers purchasing vehicles from CarMax.  CAF provides us the opportunity to 
capture additional profits, cash flows and sales while managing our reliance on third-party finance sources.  Management 
regularly analyzes CAF’s operating results by assessing profitability, the performance of the auto loans receivable, including 
trends in credit losses and delinquencies, and CAF direct expenses.  This information is used to assess CAF’s performance and 
make operating decisions, including resource allocation.
We typically use securitizations or other funding arrangements to fund loans originated by CAF, as discussed in Note 
1(F).  CAF income primarily reflects the interest and fee income generated by the auto loans receivable less the interest expense 
associated with the debt issued to fund these receivables, a provision for estimated loan losses and direct CAF expenses.
CAF income does not include any allocation of indirect costs.  Although CAF benefits from certain indirect overhead 
expenditures, we have not allocated indirect costs to CAF to avoid making subjective allocation decisions.  Examples of 
indirect costs not allocated to CAF include retail store expenses and corporate expenses.  In addition, except for auto loans 
receivable, which are disclosed in Note 4, CAF assets are not separately reported nor do we allocate assets to CAF because such 
allocation would not be useful to management in making operating decisions.
58

Components of CAF Income
Years Ended February 29 or 28
(In millions)
2024
% (1)
2023
% (1)
2022
% (1)
Interest margin:
Interest and fee income
$ 
1,677.4 
 9.7 $ 
1,441.5 
 8.8 $ 
1,296.8 
 8.7 
Interest expense
 
(638.7) 
 (3.7)  
(310.3) 
 (1.9)  
(228.8) 
 (1.5) 
Total interest margin
 
1,038.7 
 6.0  
1,131.2 
 6.9  
1,068.0 
 7.2 
Provision for loan losses
 
(310.5) 
 (1.8)  
(317.0) 
 (1.9)  
(141.7) 
 (0.9) 
Total interest margin after provision for loan 
losses
 
728.2 
 4.2  
814.2 
 5.0  
926.3 
 6.2 
Direct expenses:
Payroll and fringe benefit expense
 
(66.5) 
 (0.4)  
(62.8) 
 (0.4)  
(50.5) 
 (0.3) 
Depreciation and amortization
 
(16.5) 
 (0.1)  
(15.5) 
 (0.1)  
(6.6) 
 — 
Other direct expenses
 
(76.9) 
 (0.4)  
(72.4) 
 (0.4)  
(67.7) 
 (0.5) 
Total direct expenses
 
(159.9) 
 (0.9)  
(150.8) 
 (0.9)  
(124.8) 
 (0.8) 
CarMax Auto Finance income
$ 
568.3 
 3.3 $ 
663.4 
 4.1 $ 
801.5 
 5.4 
Total average managed receivables
$ 
17,313.2 
$ 
16,304.3 
$ 
14,934.0 
 
 (1) 
Percent of total average managed receivables.
4.    AUTO LOANS RECEIVABLE
Auto loans receivable include amounts due from customers related to retail vehicle sales financed through CAF and 
are presented net of an allowance for estimated loan losses.  These auto loans represent a large group of smaller-balance 
homogeneous loans, which we consider to be part of one class of financing receivable and one portfolio segment for purposes 
of determining our allowance for loan losses.  We generally use warehouse facilities to fund auto loans receivable originated by 
CAF until we elect to fund them through an asset-backed term funding transaction, such as a term securitization or alternative 
funding arrangement.  We recognize transfers of auto loans receivable into the warehouse facilities and asset-backed term 
funding transactions (together, “non-recourse funding vehicles”) as secured borrowings, which result in recording the auto 
loans receivable and the related non-recourse notes payable on our consolidated balance sheets.  The majority of the auto loans 
receivable serve as collateral for the related non-recourse notes payable of $16.87 billion as of February 29, 2024, and 
$16.36 billion as of February 28, 2023.  See Notes 1(F) and 12 for additional information on securitizations and non-recourse 
notes payable.
Interest income and expenses related to auto loans are included in CAF income.  Interest income on auto loans receivable is 
recognized when earned based on contractual loan terms.  All loans continue to accrue interest until repayment or charge-off.  
When a charge-off occurs, accrued interest is written off by reversing interest income.  Direct costs associated with loan 
originations are not considered material, and thus, are expensed as incurred.  See Note 3 for additional information on CAF 
income.
59

Auto Loans Receivable, Net
 
As of February 29 or 28
(In millions)
2024
2023
Asset-backed term funding 
$ 
12,638.2 $ 
12,242.8 
Warehouse facilities
 
3,744.6  
3,649.9 
Overcollateralization (1)
 
790.9  
739.9 
Other managed receivables (2)
 
218.1  
135.3 
Total ending managed receivables
 
17,391.8  
16,767.9 
Accrued interest and fees
 
90.9  
78.0 
Other
 
11.9  
3.1 
Less: allowance for loan losses
 
(482.8)  
(507.2) 
Auto loans receivable, net
$ 
17,011.8 $ 
16,341.8 
 
(1)
Represents receivables restricted as excess collateral for the non-recourse funding vehicles. 
(2)
Other managed receivables includes receivables not funded through the non-recourse funding vehicles.
Credit Quality.  When customers apply for financing, CAF’s proprietary scoring models utilize the customers’ credit history 
and certain application information to evaluate and rank their risk.  We obtain credit histories and other credit data that includes 
information such as number, age, type of and payment history for prior or existing credit accounts.  The application information 
that is used includes income, collateral value and down payment.  The scoring models yield credit grades that represent the 
relative likelihood of repayment.  Customers with the highest probability of repayment are A-grade customers.  Customers 
assigned a lower grade are determined to have a lower probability of repayment.  For loans that are approved, the credit grade 
influences the terms of the agreement, such as the required loan-to-value ratio and interest rate.  After origination, credit grades 
are generally not updated.  
CAF uses a combination of the initial credit grades and historical performance to monitor the credit quality of the auto loans 
receivable on an ongoing basis.  We validate the accuracy of the scoring models periodically.  Loan performance is reviewed on 
a recurring basis to identify whether the assigned grades adequately reflect the customers’ likelihood of repayment.
Ending Managed Receivables by Major Credit Grade
As of February 29, 2024
Fiscal Year of Origination (1)
(In millions)
2024
2023
2022
2021
2020
Prior to 
2020
Total
% (2)
Core managed receivables (3):
A
$ 3,922.7 $ 2,660.6 $ 1,635.1 $ 614.0 $ 268.7 $ 
40.0 $ 9,141.1 
 52.6 
B
 2,370.8  1,738.8  1,225.9  
493.3  
233.4  
61.3  
6,123.5 
 35.2 
C and other
 
344.1  
498.6  
400.3  
192.2  
86.6  
26.9  
1,548.7 
 8.9 
Total core managed receivables
 6,637.6  4,898.0  3,261.3  1,299.5  
588.7  
128.2  16,813.3 
 96.7 
Other managed receivables (4):
C and other
 
299.0  
176.3  
72.6  
9.3  
12.1  
9.2  
578.5 
 3.3 
Total ending managed receivables
$ 6,936.6 $ 5,074.3 $ 3,333.9 $ 1,308.8 $ 600.8 $ 137.4 $ 17,391.8 
 100.0 
Gross charge-offs
$ 111.0 $ 248.6 $ 129.8 $ 
41.0 $ 
19.7 $ 
11.4 $ 
561.5 
60

As of February 28, 2023
Fiscal Year of Origination (1)
(In millions)
2023
2022
2021
2020
2019
Prior to 
2019
Total
%  (2)
Core managed receivables (3):
A
$ 3,890.9 $ 2,555.3 $ 1,112.0 $ 677.1 $ 218.3 $ 
36.3 $ 8,489.9 
 50.6 
B
 2,497.5  1,839.9  
816.2  
488.9  
215.1  
56.0  
5,913.6 
 35.3 
C and other
 
732.7  
609.5  
314.5  
169.3  
74.1  
25.6  
1,925.7 
 11.5 
Total core managed receivables
 7,121.1  5,004.7  2,242.7  1,335.3  
507.5  
117.9  16,329.2 
 97.4 
Other managed receivables (4):
C and other
 
272.0  
112.5  
15.0  
21.1  
13.2  
4.9  
438.7 
 2.6 
Total ending managed receivables
$ 7,393.1 $ 5,117.2 $ 2,257.7 $ 1,356.4 $ 520.7 $ 122.8 $ 16,767.9 
 100.0 
(1)
Classified based on credit grade assigned when customers were initially approved for financing.
(2)
Percent of total ending managed receivables.
(3)
Represents CAF’s Tier 1 originations.
(4)
Represents CAF’s Tier 2 and Tier 3 originations.
 
Allowance for Loan Losses.  The allowance for loan losses at February 29, 2024 represents the net credit losses expected over 
the remaining contractual life of our managed receivables.  The allowance for loan losses is determined using a net loss timing 
curve method (“method”), primarily based on the composition of the portfolio of managed receivables and historical gross loss 
and recovery trends.  Due to the fact that losses for receivables with less than 18 months of performance history can be volatile, 
our net loss estimate weights both historical losses by credit grade at origination and actual loss data on the receivables to-date, 
along with forward loss curves, in estimating future performance.  Once the receivables have 18 months of performance history, 
the net loss estimate reflects actual loss experience of those receivables to date, along with forward loss curves, to predict future 
performance.  The forward loss curves are constructed using historical performance data and show the average timing of losses 
over the course of a receivable’s life.  The net loss estimate is calculated by applying the loss rates developed using the methods 
described above to the amortized cost basis of the managed receivables at inception of the loan.
The output of the method is adjusted to take into account reasonable and supportable forecasts about the future.  Specifically, 
the change in U.S. unemployment rates and the National Automobile Dealers Association used vehicle price index are used to 
predict changes in gross loss and recovery rates, respectively.  An economic adjustment factor, based upon a single 
macroeconomic scenario, is developed to capture the relationship between changes in these forecasts and changes in gross loss 
and recovery rates.  This factor is applied to the output of the method for the reasonable and supportable forecast period of two 
years.  After the end of this two-year period, we revert to historical experience on a straight-line basis over a period of 12 
months.  We periodically consider whether the use of alternative metrics would result in improved model performance and 
revise the models when appropriate.  We also consider whether qualitative adjustments are necessary for factors that are not 
reflected in the quantitative methods but impact the measurement of estimated credit losses.  Such adjustments include the 
uncertainty of the impacts of recent economic trends on customer behavior.  The change in the allowance for loan losses is 
recognized through an adjustment to the provision for loan losses.
Allowance for Loan Losses
 
As of February 29, 2024
(In millions)
Core
Other
Total
%  (1)
Balance as of beginning of year
$ 
401.5 $ 
105.7 $ 
507.2 
 3.02 
Charge-offs
 
(471.6)  
(89.9)  
(561.5)  
Recoveries (2)
 
197.3  
29.3  
226.6  
Provision for loan losses
 
262.5  
48.0  
310.5  
Balance as of end of year
$ 
389.7 $ 
93.1 $ 
482.8 
 2.78 
 
61

 
As of February 28, 2023
(In millions)
Core
Other
Total
%  (1)
Balance as of beginning of year
$ 
377.5 $ 
55.5 $ 
433.0 
 2.77 
Charge-offs
 
(348.1)  
(54.4)  
(402.5) 
Recoveries (2)
 
142.5  
17.2  
159.7 
Provision for loan losses
 
229.6  
87.4  
317.0 
Balance as of end of year
$ 
401.5 $ 
105.7 $ 
507.2 
 3.02 
(1)
Percent of total ending managed receivables.
(2)
Net of costs incurred to recover vehicle.
During fiscal 2024, the allowance for loan losses as a percent of total ending managed receivables decreased by 24 basis points.  
The decrease was primarily driven by the impact of our tightened underwriting standards in response to the current 
environment, partially offset by unfavorable loss performance as well as our continued investment in the Tier 2 business.  The 
increase in net charge-offs primarily reflects continued customer hardship in the current economic environment.  The allowance 
for loan losses as of February 29, 2024 reflects our best estimate of expected future losses based on recent trends in 
delinquencies, loss performance, recovery rates and the economic environment.
Past Due Receivables.  An account is considered delinquent when the related customer fails to make a substantial portion of a 
scheduled payment on or before the due date.  In general, accounts are charged-off on the last business day of the month during 
which the earliest of the following occurs:  the receivable is 120 days or more delinquent as of the last business day of the 
month, the related vehicle is repossessed and liquidated, or the receivable is otherwise deemed uncollectable.  For purposes of 
determining impairment, auto loans are evaluated collectively, as they represent a large group of smaller-balance homogeneous 
loans, and therefore, are not individually evaluated for impairment.
Past Due Receivables
As of February 29, 2024
Core Receivables
Other 
Receivables
Total
(In millions)
A
B
C & Other
Total
C & Other
$
%  (1)
Current
$ 9,088.1 $ 5,666.3 $ 
1,243.7 $ 15,998.1 $ 
447.1 $ 16,445.2 
 94.56 
Delinquent loans:
31-60 days past due
 
32.1  
271.3  
162.9  
466.3  
68.1  
534.4 
 3.07 
61-90 days past due
 
15.1  
149.4  
118.5  
283.0  
53.0  
336.0 
 1.93 
Greater than 90 days past due
 
5.8  
36.5  
23.6  
65.9  
10.3  
76.2 
 0.44 
Total past due
 
53.0  
457.2  
305.0  
815.2  
131.4  
946.6 
 5.44 
Total ending managed receivables $ 9,141.1 $ 6,123.5 $ 
1,548.7 $ 16,813.3 $ 
578.5 $ 17,391.8 
 100.00 
As of February 28, 2023
Core Receivables
Other 
Receivables
Total
(In millions)
A
B
C & Other
Total
C & Other
$
%  (1)
Current
$ 8,450.3 $ 5,540.2 $ 
1,612.3 $ 15,602.8 $ 
327.6 $ 15,930.4 
 95.00 
Delinquent loans:
31-60 days past due
 
25.1  
225.7  
175.4  
426.2  
60.6  
486.8 
 2.90 
61-90 days past due
 
10.6  
120.0  
114.5  
245.1  
42.1  
287.2 
 1.71 
Greater than 90 days past due
 
3.9  
27.7  
23.5  
55.1  
8.4  
63.5 
 0.39 
Total past due
 
39.6  
373.4  
313.4  
726.4  
111.1  
837.5 
 5.00 
Total ending managed receivables $ 8,489.9 $ 5,913.6 $ 
1,925.7 $ 16,329.2 $ 
438.7 $ 16,767.9 
 100.00 
(1)
Percent of total ending managed receivables.
62

5.    DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
We use derivatives to manage certain risks arising from both our business operations and economic conditions, particularly with 
regard to issuances of debt.  Primary exposures include SOFR and other rates used as benchmarks in our securitizations and 
other debt financing.  We enter into derivative instruments to manage exposures related to the future known receipt or payment 
of uncertain cash amounts, the values of which are impacted by interest rates, and generally designate these derivative 
instruments as cash flow hedges for accounting purposes.  In certain cases, we may choose not to designate a derivative 
instrument as a cash flow hedge for accounting purposes due to uncertainty around the probability that future hedged 
transactions will occur.  Our derivative instruments are used to manage (i) differences in the amount of our known or expected 
cash receipts and our known or expected cash payments principally related to the funding of our auto loans receivable, and (ii) 
exposure to variable interest rates associated with our term loans.
For the derivatives associated with our non-recourse funding vehicles that are designated as cash flow hedges, the changes in 
fair value are initially recorded in accumulated other comprehensive income (“AOCI”).  For the majority of these derivatives, 
the amounts are subsequently reclassified into CAF income in the period that the hedged forecasted transaction affects earnings, 
which occurs as interest expense is recognized on those future issuances of debt.  During the next 12 months, we estimate that 
an additional $48.5 million will be reclassified from AOCI as an increase to CAF income.  Changes in fair value related to 
derivatives that have not been designated as cash flow hedges for accounting purposes are recognized in the income statement 
in the period in which the change occurs.  For the years ended February 29, 2024 and February 28, 2023, we recognized 
expense of $20.8 million and income of $24.5 million, respectively, in CAF income representing these changes in fair value.
As of February 29, 2024 and February 28, 2023, we had interest rate swaps outstanding with a combined notional amount of 
$5.21 billion and $4.49 billion, respectively, that were designated as cash flow hedges of interest rate risk.  As of February 29, 
2024 and February 28, 2023, we had interest rate swaps with a combined notional amount of $0.70 billion and $1.14 billion, 
respectively, outstanding that were not designated as cash flow hedges for accounting purposes.
See Note 6 for discussion of fair values of financial instruments and Note 15 for the effect on comprehensive income.
6.    FAIR VALUE MEASUREMENTS
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction 
between market participants in the principal market or, if none exists, the most advantageous market, for the specific asset or 
liability at the measurement date (referred to as the “exit price”).  The fair value should be based on assumptions that market 
participants would use, including a consideration of nonperformance risk.
We assess the inputs used to measure fair value using the three-tier hierarchy.  The hierarchy indicates the extent to which 
inputs used in measuring fair value are observable in the market.
Level 1  
Inputs include unadjusted quoted prices in active markets for identical assets or liabilities that we can access at the 
measurement date.
Level 2  
Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly 
or indirectly, including quoted prices for similar assets in active markets, quoted prices from identical or similar 
assets in inactive markets, observable inputs, such as interest rates and yield curves, and assumptions about risk.
Level 3  
Inputs that are significant to the measurement that are not observable in the market and include management’s 
judgments about the assumptions market participants would use in pricing the asset or liability (including 
assumptions about risk).
Our fair value processes include controls that are designed to ensure that fair values are appropriate.  Such controls include 
model validation, review of key model inputs, analysis of period-over-period fluctuations and reviews by senior management.
Valuation Methodologies
Money Market Securities.  Money market securities are cash equivalents, which are included in cash and cash equivalents, 
restricted cash from collections on auto loans receivable and other assets.  They consist of highly liquid investments with 
original maturities of three months or less and are classified as Level 1. 
Mutual Fund Investments.  Mutual fund investments consist of publicly traded mutual funds that primarily include diversified 
equity investments in large-, mid- and small-cap domestic and international companies or investment grade debt securities.  The 
63

investments, which are included in other assets, are held in a rabbi trust established to fund informally our executive deferred 
compensation plan and are classified as Level 1.
Derivative Instruments.  The fair values of our derivative instruments are included in either other current assets, other assets, 
accounts payable or other liabilities.  Our derivatives are not exchange-traded and are over-the-counter customized derivative 
instruments.  All of our derivative exposures are with highly rated bank counterparties.
We measure derivative fair values assuming that the unit of account is an individual derivative instrument and that derivatives 
are sold or transferred on a stand-alone basis.  We estimate the fair value of our derivatives using quotes determined by the 
derivative counterparties and third-party valuation services.  Quotes from third-party valuation services and quotes received 
from bank counterparties project future cash flows and discount the future amounts to a present value using market-based 
expectations for interest rates and the contractual terms of the derivative instruments.  The models do not require significant 
judgment and model inputs can typically be observed in a liquid market; however, because the models include inputs other than 
quoted prices in active markets, all derivatives are classified as Level 2.
Our derivative fair value measurements consider assumptions about counterparty and our own nonperformance risk.  We 
monitor counterparty and our own nonperformance risk and, in the event that we determine that a party is unlikely to perform 
under terms of the contract, we would adjust the derivative fair value to reflect the nonperformance risk.
Items Measured at Fair Value on a Recurring Basis
 
As of February 29, 2024
(In thousands)
Level 1
Level 2
Total
Assets:
 
 
 
Money market securities
$ 1,164,270 
$ 
— 
$ 1,164,270 
Mutual fund investments
 
24,312 
 
— 
 
24,312 
Derivative instruments designated as hedges
 
— 
 
45,761 
 
45,761 
Derivative instruments not designated as hedges
 
— 
 
13,064 
 
13,064 
Total assets at fair value
$ 1,188,582 
$ 
58,825 
$ 1,247,407 
Percent of total assets at fair value
 95.3 %
 4.7 %
 100.0 %
Percent of total assets
 4.4 %
 0.2 %
 4.6 %
Liabilities:
 
 
 
Derivative instruments designated as hedges
$ 
— 
$ 
(2,302) 
$ 
(2,302) 
Total liabilities at fair value
$ 
— 
$ 
(2,302) 
$ 
(2,302) 
Percent of total liabilities
 — %
 — %
 — %
 
 
As of February 28, 2023
(In thousands)
Level 1
Level 2
Total
Assets:
 
 
 
Money market securities
$ 
865,943 
$ 
— 
$ 
865,943 
Mutual fund investments
 
22,671 
 
— 
 
22,671 
Derivative instruments designated as hedges
 
— 
 
97,328 
 
97,328 
Derivative instruments not designated as hedges
 
— 
 
33,870 
 
33,870 
Total assets at fair value
$ 
888,614 
$ 
131,198 
$ 1,019,812 
Percent of total assets at fair value
 87.1 %
 12.9 %
 100.0 %
Percent of total assets
 3.4 %
 0.5 %
 3.9 %
Liabilities:
 
 
 
Total liabilities at fair value
$ 
— 
$ 
— 
$ 
— 
Percent of total liabilities
 — %
 — %
 — %
64

Fair Value of Financial Instruments
The carrying value of our cash and cash equivalents, accounts receivable, other restricted cash deposits and accounts payable 
approximates fair value due to the short-term nature and/or variable rates associated with these financial instruments.  Auto 
loans receivable are presented net of an allowance for estimated loan losses, which we believe approximates fair value.  We 
believe that the carrying value of our revolving credit facility and term loans approximates fair value due to the variable rates 
associated with these obligations.  The fair value of our senior unsecured notes, which are not carried at fair value on our 
consolidated balance sheets, was determined using Level 2 inputs based on quoted market prices.  The carrying value and fair 
value of the senior unsecured notes as of February 29, 2024 and February 28, 2023, respectively, are as follows:
(In thousands)
As of February 29, 2024
As of February 28, 2023
Carrying value
$ 
400,000 
$ 
500,000 
Fair value
$ 
380,249 
$ 
473,749 
 
7.    PROPERTY AND EQUIPMENT
 
As of February 29 or 28
(In thousands)
2024
2023
Land
$ 
990,225 $ 
947,734 
Land held for development (1)
 
193,923  
62,770 
Buildings
 
2,612,746  
2,454,937 
Leasehold improvements
 
361,850  
356,974 
Furniture, fixtures and equipment
 
586,813  
559,927 
Construction in progress
 
117,352  
156,925 
Software
 
385,867  
314,454 
Finance leases
 
230,537 
192,117
Total property and equipment
 
5,479,313  
5,045,838 
Less: accumulated depreciation and amortization
 
(1,813,783)  
(1,614,924) 
Property and equipment, net
$ 
3,665,530 $ 
3,430,914 
 
 (1) 
Land held for development represents land owned for potential location growth.
Depreciation expense was $261.4 million in fiscal 2024, $244.4 million in fiscal 2023 and $215.3 million in fiscal 2022.
8.    GOODWILL AND INTANGIBLE ASSETS
Goodwill
We test goodwill for impairment annually as of December 1, or whenever events or circumstances indicate that the carrying 
value may not be recoverable.  Goodwill is tested for impairment at the reporting unit level, which are determined in 
accordance with the provisions of ASC 350, Intangibles – Goodwill and Other.  The goodwill acquired as part of the Edmunds 
acquisition was allocated to two of our reporting units – CarMax Sales Operations and Edmunds – with carrying values of 
$98.9 million and $42.4 million, respectively.  No impairment was recognized in fiscal 2024 or fiscal 2023.
Intangibles
As of February 29, 2024
Gross Carrying
Accumulated
Net
(In thousands)
Amount
Amortization
Amount
Intangible assets not subject to amortization:
Trade name
$ 
31,900 $ 
— $ 
31,900 
Intangible assets subject to amortization:
Internally developed software
 
52,900  
(20,782)  
32,118 
Customer relationships
 
133,200  
(21,547)  
111,653 
Total intangible assets
$ 
218,000 $ 
(42,329) $ 
175,671 
65

As of February 28, 2023
Gross Carrying
Accumulated
Net
Amount
Amortization
Amount
Intangible assets not subject to amortization:
Trade name
$ 
31,900 $ 
— $ 
31,900 
Intangible assets subject to amortization:
Internally developed software
 
52,900  
(13,225)  
39,675 
Customer relationships
 
133,200  
(13,712)  
119,488 
Total intangible assets
$ 
218,000 $ 
(26,937) $ 
191,063 
The intangible assets above relate to the acquisition of Edmunds on June 1, 2021.
Amortization expense of intangible assets was $15.4 million in both fiscal 2024 and fiscal 2023.
We estimate that amortization expense related to intangible assets will be $15.4 million in each of the next four fiscal years and 
$9.7 million in the subsequent fiscal year.
9.    CANCELLATION RESERVES
We recognize revenue for EPP products, on a net basis, at the time of sale.  We also record a reserve, or refund liability, for 
estimated contract cancellations.  Cancellations of these services may result from early termination by the customer, or default 
or prepayment on the finance contract.  The reserve for cancellations is evaluated for each product and is based on forecasted 
forward cancellation curves utilizing historical experience, recent trends and credit mix of the customer base. 
Cancellation Reserves
 
As of February 29 or 28
(In millions)
2024
2023
Balance as of beginning of year
$ 
139.2 $ 
144.7 
Cancellations
 
(91.2)  
(103.6) 
Provision for future cancellations
 
80.3  
98.1 
Balance as of end of year
$ 
128.3 $ 
139.2 
The current portion of estimated cancellation reserves is recognized as a component of accrued expenses and other current 
liabilities with the remaining amount recognized in other liabilities.  As of February 29, 2024 and February 28, 2023, the 
current portion of cancellation reserves was $69.7 million and $76.1 million, respectively.
10.  INCOME TAXES
Income Tax Provision
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Current:
 
 
 
Federal
$ 
140,480 $ 
128,994 $ 
264,194 
State
 
26,711  
29,598  
61,855 
Total
 
167,191  
158,592  
326,049 
Deferred:
 
 
 
Federal
 
(6,542)  
(1,118)  
10,560 
State
 
1,742  
(5,432)  
4,440 
Total
 
(4,800)  
(6,550)  
15,000 
Income tax provision
$ 
162,391 $ 
152,042 $ 
341,049 
 
66

Effective Income Tax Rate Reconciliation
 
Years Ended February 29 or 28
 
2024
2023
2022
Federal statutory income tax rate
 21.0 %
 21.0 %
 21.0 %
State and local income taxes, net of federal benefit
 3.9 
 3.4 
 3.7 
Share-based compensation
 0.2 
 — 
 (1.8) 
Nondeductible and other items
 1.7 
 1.5 
 0.7 
Credits
 (1.5) 
 (2.0) 
 (0.7) 
Effective income tax rate
 25.3 %
 23.9 %
 22.9 %
Temporary Differences Resulting in Deferred Tax Assets and Liabilities
 
As of February 29 or 28
(In thousands)
2024
2023
Deferred tax assets:
 
 
Accrued expenses and other
$ 
93,690 $ 
102,611 
Allowance for loan losses
 
117,618  
123,636 
Prepaid expenses
 
2,902  
3,484 
Net operating loss carryforwards and other tax attributes
 
29,670  
35,184 
Operating lease liabilities
 
139,124  
146,006 
Share-based compensation
 
43,689  
37,165 
Capital loss carry forward
 
701  
847 
Total deferred tax assets
 
427,394  
448,933 
Less:  valuation allowance
 
(701)  
(1,305) 
Total deferred tax assets after valuation allowance
 
426,693  
447,628 
Deferred tax liabilities:
 
 
Intangibles
 
43,060  
47,072 
Property and equipment
 
101,796  
113,015 
Operating lease assets
 
130,181  
137,617 
Inventory
 
18,933  
14,512 
Derivatives
 
33,933  
54,672 
Total deferred tax liabilities
 
327,903  
366,888 
Net deferred tax asset
$ 
98,790 $ 
80,740 
As of the fiscal year ended February 29, 2024, CarMax’s net operating loss carryforwards and other tax attributes include a 
deferred tax asset of $0.9 million related to U.S. federal net operating loss carryforwards that have no expiration; a deferred tax 
asset of $12.6 million related to U.S. federal tax credit carryforwards, which expire between 2024 and 2041; a deferred tax asset 
of $3.0 million, related to state net operating loss carryforwards, which generally expire between 2024 and 2038; and a deferred 
tax asset of $12.5 million related to state tax credit carryforwards that have no expiration.
Except for amounts for which a valuation allowance has been provided, we believe it is more likely than not that the results of 
future operations and the reversals of existing deferred taxable temporary differences will generate sufficient taxable income to 
realize the deferred tax assets.  The valuation allowance as of February 29, 2024 relates to capital loss carryforwards that are not 
more likely than not to be utilized prior to their expiration.
67

Reconciliation of Unrecognized Tax Benefits
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Balance at beginning of year
$ 
27,092 $ 
24,765 $ 
28,997 
Increases for tax positions of prior years
 
397  
114  
432 
Decreases for tax positions of prior years
 
(172)  
(19)  
(5,056) 
Increases based on tax positions related to the current year
 
3,627  
3,813  
2,657 
Settlements
 
(386)  
(79)  
(391) 
Lapse of statute
 
(1,741)  
(1,502)  
(1,874) 
Balance at end of year
$ 
28,817 $ 
27,092 $ 
24,765 
As of February 29, 2024, we had $28.8 million of gross unrecognized tax benefits, $12.1 million of which, if recognized, would 
affect our effective tax rate.  Within the next 12 months it is reasonably possible that statutes will expire, and the previously 
unrecognized tax benefit related to the prepayment of services provided by related entities will be recognized.  Recognition of 
this benefit will decrease the gross unrecognized tax benefit by approximately $14.0 million and would not materially impact 
our effective tax rate.  Additionally, it is reasonably possible that other unrecognized tax benefits will increase or decrease 
during the next 12 months.  As of February 28, 2023, we had $27.1 million of gross unrecognized tax benefits, $10.6 million of 
which, if recognized, would affect our effective tax rate.  As of February 28, 2022, we had $24.8 million of gross unrecognized 
tax benefits, $8.5 million of which, if recognized, would affect our effective tax rate.
Our continuing practice is to recognize interest and penalties related to income tax matters in SG&A expenses.  Our accrual for 
interest and penalties was $5.3 million, $4.0 million and $3.4 million as of February 29, 2024, February 28, 2023 and 
February 28, 2022, respectively.
The Inflation Reduction Act of 2022 included a 15% corporate alternative minimum tax (“CAMT”) on adjusted financial 
statement income (“AFSI”) of corporations with average AFSI exceeding $1 billion over a three-year period.  The CAMT is 
effective for tax periods beginning with fiscal 2024; however, we do not expect to have a CAMT liability.
CarMax is subject to U.S. federal income tax as well as income tax of multiple states and local jurisdictions.  With a few 
insignificant exceptions, we are no longer subject to U.S. federal, state and local income tax examinations by tax authorities for 
years prior to fiscal 2020.
11.  BENEFIT PLANS
(A) Retirement Benefit Plans
We have two frozen noncontributory defined benefit plans: our pension plan (the “pension plan”) and our unfunded, 
nonqualified plan (the “restoration plan”), which restores retirement benefits for certain associates who are affected by Internal 
Revenue Code limitations on benefits provided under the pension plan.  No additional benefits have accrued under these plans 
since they were frozen; however, we have a continuing obligation to fund the pension plan and will continue to recognize net 
periodic pension expense for both plans for benefits earned prior to being frozen.  We use a fiscal year end measurement date 
for both the pension plan and the restoration plan.
Benefit Plan Information
 
As of February 29 or 28
 
Pension Plan
Restoration Plan
Total
(In thousands)
2024
2023
2024
2023
2024
2023
Plan assets
$ 202,382 $ 190,007 $ 
— $ 
— $ 202,382 $ 190,007 
Projected benefit obligation
 
208,200  
209,298  
8,677  
9,043  
216,877  
218,341 
Funded status recognized
$ 
(5,818) $ (19,291) $ 
(8,677) $ 
(9,043) $ (14,495) $ 
(28,334) 
Amounts recognized in the consolidated balance sheets:
 
 
 
 
 
Current liability
$ 
— $ 
— $ 
(645) $ 
(639) $ 
(645) $ 
(639) 
Noncurrent liability
 
(5,818)  
(19,291)  
(8,032)  
(8,404)  
(13,850)  
(27,695) 
Net amount recognized
$ 
(5,818) $ (19,291) $ 
(8,677) $ 
(9,043) $ (14,495) $ 
(28,334) 
68

 
Pension Plan
Restoration Plan
Total
(In thousands)
2024
2023
2022
2024
2023
2022
2024
2023
2022
Total net pension 
(benefit) expense
$(3,842)
$ (3,443) $ (2,493) $ 452 $ 
429 $ 425 
$ (3,390) $ (3,014) $ 
(2,068) 
Total net actuarial gain(1)
$(9,114)
$ (33,110) $ (21,941) $ (175) $ (1,726) $ (576) $ (9,289) $ (34,836) $ (22,517) 
 
(1)  Changes recognized in Accumulated Other Comprehensive Income.
 
The projected benefit obligation (“PBO”) will change primarily due to interest cost and total net actuarial (gain) loss, and plan 
assets will change primarily as a result of the actual return on plan assets.  Benefit payments, which reduce the PBO and plan 
assets, were not material in fiscal 2024 or 2023.  There were no employer contributions in fiscal 2024 and 2023.  The net 
actuarial gain in a fiscal year is recognized in accumulated other comprehensive income and may later be recognized as a 
component of future pension expense.  In fiscal 2025, we anticipate that $0.4 million in estimated actuarial losses of the pension 
plan will be amortized from accumulated other comprehensive income.  Estimated actuarial losses to be amortized from 
accumulated other comprehensive income for the restoration plan are not expected to be significant. 
Benefit Obligations.  The accumulated benefit obligation (“ABO”) and PBO represent the obligations of the benefit plans for 
past service as of the measurement date.  ABO is the present value of benefits earned to date with benefits computed based on 
current service and compensation levels.  PBO is ABO increased to reflect expected future service and increased compensation 
levels.  As a result of the freeze of plan benefits under our pension and restoration plans, the ABO and PBO balances are equal 
to one another at all subsequent dates.
Funding Policy.  For the pension plan, we contribute amounts sufficient to meet minimum funding requirements as set forth in 
the employee benefit and tax laws, plus any additional amounts as we may determine to be appropriate.  We expect to make 
$0.3 million in contributions to the pension plan in fiscal 2025.  We expect the pension plan to make benefit payments of 
approximately $7.5 million for each of the next three fiscal years, and $8.8 million for each of the subsequent two fiscal years.  
For the non-funded restoration plan, we contribute an amount equal to the benefit payments, which we expect to be 
approximately $0.6 million for each of the next five fiscal years.
Assumptions Used to Determine Benefit Obligations
 
As of February 29 or 28
 
Pension Plan
Restoration Plan
 
2024
2023
2024
2023
Discount rate
 5.35 %
 5.20 %
 5.35 %
 5.20 %
 
Assumptions Used to Determine Net Pension Expense
 
As of February 29 or 28
 
Pension Plan
Restoration Plan
 
2024
2023
2022
2024
2023
2022
Discount rate
 5.20 %
 3.45 %
 2.95 %
 5.20 %
 3.45 %
 2.95 %
Expected rate of return on plan assets
 7.25 %
 7.50 %
 7.50 %
 — %
 — %
 — %
Assumptions.  Underlying both the calculation of the PBO and the net pension expense are actuarial calculations of each plan’s 
liability.  These calculations use participant-specific information such as salary, age and years of service, as well as certain 
assumptions, the most significant being the discount rate, rate of return on plan assets and mortality rate.  We evaluate these 
assumptions at least once a year and make changes as necessary.
The discount rate used for retirement benefit plan accounting reflects the yields available on high-quality, fixed income debt 
instruments.  For our plans, we review high quality corporate bond indices in addition to a hypothetical portfolio of corporate 
bonds with maturities that approximate the expected timing of the anticipated benefit payments.
69

To determine the expected long-term return on plan assets, we consider the current and anticipated asset allocations, as well as 
historical and estimated returns on various categories of plan assets.  We apply the estimated rate of return to a market-related 
value of assets, which reduces the underlying variability in the asset values.  The use of expected long-term rates of return on 
pension plan assets could result in recognized asset returns that are greater or less than the actual returns of those pension plan 
assets in any given year.  Over time, however, the expected long-term returns are anticipated to approximate the actual long-
term returns, and therefore, result in a pattern of income and expense recognition that more closely matches the pattern of the 
services provided by the employees.  Differences between actual and expected returns, which are a component of unrecognized 
actuarial gains/losses, are recognized over the average life expectancy of all plan participants.
Fair Value of Plan Assets
 
As of February 29 or 28
(In thousands)
2024
2023
Mutual funds (Level 1):
 
 
Equity securities – international
$ 
13,900 $ 
17,578 
Collective funds (NAV):
 
 
Short-term investments
 
1,676  
1,856 
Equity securities
 
67,602  
86,010 
Fixed income securities
 
119,204  
84,557 
Interest receivable
 
—  
6 
Total
$ 
202,382 $ 
190,007 
Plan Assets.  Our pension plan assets are held in trust and a fiduciary committee sets the investment policies and 
strategies.  Long-term strategic investment objectives include achieving reasonable returns while prudently balancing risk and 
return, and controlling costs.  We currently target allocating approximately 40% of plan assets to equity and equity-related 
instruments and approximately 60% to fixed income securities.  In fiscal 2023, we targeted allocating 55% of the plan assets to 
equity and equity-related instruments and 45% to fixed income securities and, prior to fiscal 2023, we targeted allocating 
approximately 75% of the plan assets to equity and equity-related instruments and approximately 25% to fixed income 
securities.  Equity securities are currently composed of both collective funds and mutual funds that include highly diversified 
investments in large-, mid- and small-cap companies located in the United States and internationally.  The fixed income 
securities are currently composed of collective funds that include investments in debt securities, corporate bonds, mortgage-
backed securities and other debt obligations primarily in the United States.  We do not expect any plan assets to be returned to 
us during fiscal 2025.  
The fair values of the plan’s assets are provided by the plan’s trustee and the investment managers.  Within the fair value 
hierarchy (see Note 6), the mutual funds are classified as Level 1 as quoted active market prices for identical assets are used to 
measure fair value.  The collective funds are public investment vehicles valued using a net asset value (“NAV”) and, therefore, 
are outside of the fair value hierarchy.  The collective funds may be liquidated with minimal restrictions. 
(B) Retirement Savings 401(k) Plan
We sponsor a 401(k) plan for all associates meeting certain eligibility criteria.  The plan contains a company matching 
contribution as well as an additional discretionary company-funded contribution to those associates meeting certain age and 
service requirements.  The total cost for company contributions was $68.1 million in fiscal 2024, $64.0 million in fiscal 2023 
and $63.8 million in fiscal 2022.
(C) Retirement Restoration Plan
We sponsor a non-qualified retirement plan for certain senior executives who are affected by Internal Revenue Code limitations 
on benefits provided under the Retirement Savings 401(k) Plan.  Under this plan, these associates may continue to defer 
portions of their compensation for retirement savings.  We match the associates’ contributions at the same rate provided under 
the 401(k) plan, and also may provide an annual discretionary company-funded contribution under the same terms of the 401(k) 
plan.  This plan is unfunded with lump sum payments to be made upon the associate’s retirement.  The total cost for this plan 
was not significant in fiscal 2024, fiscal 2023 and fiscal 2022.
(D) Executive Deferred Compensation Plan
We sponsor an unfunded nonqualified deferred compensation plan to permit certain eligible associates to defer receipt of a 
portion of their compensation to a future date.  This plan also includes a restorative company contribution designed to 
compensate the plan participants for any loss of company contributions under the Retirement Savings 401(k) Plan and the 
70

Retirement Restoration Plan due to a reduction in their eligible compensation resulting from deferrals into the Executive 
Deferred Compensation Plan.  The total cost for this plan was not significant in fiscal 2024, fiscal 2023 and fiscal 2022.
12.  DEBT
(In thousands)
As of February 29 or 28
Debt Description (1)
Maturity Date
2024
2023
Revolving credit facility (2)
June 2028
$ 
— $ 
— 
Term loan (2)
June 2024
 
300,000  
300,000 
Term loan (2)
October 2026
 
699,633  
699,493 
3.86% Senior notes
April 2023
 
—  
100,000 
4.17% Senior notes 
April 2026
 
200,000  
200,000 
4.27% Senior notes
April 2028
 
200,000  
200,000 
Financing obligations
Various dates through February 2059
 
516,544  
522,526 
Non-recourse notes payable
Various dates through December 2030  
16,866,972  
16,360,092 
Total debt
 
18,783,149  
18,382,111 
Less: current portion
 
(797,449)  
(579,468) 
Less: unamortized debt issuance costs
 
(26,044)  
(27,506) 
Long-term debt, net 
$ 
17,959,656 $ 
17,775,137 
 (1) 
Interest is payable monthly, with the exception of our senior notes, which are payable semi-annually.
 (2) 
Borrowings accrue interest at variable rates based on SOFR, the federal funds rate, or the prime rate, depending on the type of 
borrowing.
Revolving Credit Facility.  Borrowings under our $2.00 billion unsecured revolving credit facility (the “credit facility”) are 
available for working capital and general corporate purposes.  We pay a commitment fee on the unused portions of the available 
funds.  Borrowings under the credit facility are either due “on demand” or at maturity depending on the type of 
borrowing.  Borrowings with “on demand” repayment terms are presented as short-term debt while amounts due at maturity are 
presented as long-term debt.  As of February 29, 2024, the unused capacity of $2.00 billion was fully available to us. 
The weighted average interest rate on outstanding short-term and long-term debt was 3.99% in fiscal 2024, 2.87% in fiscal 2023 
and 1.97% in fiscal 2022.
Term Loans.  Borrowings under our $300 million and $700 million term loans are available for working capital and general 
corporate purposes.  The interest rate on our term loans was 6.31% in fiscal 2024, 5.47% in fiscal 2023 and 1.01% in fiscal 
2022.  The $300 million term loan matures in June 2024 and was therefore classified as current.  The $700 million term loan 
was classified as long-term debt as no repayments are scheduled to be made within the next 12 months.
Senior Notes.  The 3.86% senior notes matured during the first quarter of fiscal 2024.  Borrowings under our unsecured senior 
notes totaling $400 million are available for working capital and general corporate purposes.  As of February 29, 2024, all notes 
were classified as long-term as no repayments are scheduled to be made within the next 12 months. 
Financing Obligations.  Financing obligations relate to stores subject to sale-leaseback transactions that do not qualify for sale 
accounting.  The financing obligations were structured at varying interest rates and generally have initial lease terms ranging 
from 15 to 20 years with payments made monthly.  We have not entered into any new sale-leaseback transactions since fiscal 
2009.  In the event the agreements are modified or extended beyond their original term, the related obligation is adjusted based 
on the present value of the revised future payments, with a corresponding change to the assets subject to these transactions.  
Upon modification, the amortization of the obligation is reset, resulting in more of the payments being applied to interest 
expense in the initial years following the modification. 
71

Future maturities of financing obligations were as follows:
(In thousands)
As of February 29, 2024
Fiscal 2025
$ 
55,315 
Fiscal 2026
 
60,223 
Fiscal 2027
 
50,872 
Fiscal 2028
 
50,464 
Fiscal 2029
 
52,277 
Thereafter
 
716,725 
Total payments
 
985,876 
Less: interest
 
(469,332) 
Present value of financing obligations
$ 
516,544 
Non-Recourse Notes Payable.  The non-recourse notes payable relate to auto loans receivable funded through non-recourse 
funding vehicles.  The timing of principal payments on the non-recourse notes payable is based on the timing of principal 
collections and defaults on the related auto loans receivable.  The current portion of non-recourse notes payable represents 
principal payments that are due to be distributed in the following period.
Notes payable related to our asset-backed term funding transactions accrue interest predominantly at fixed rates and have 
scheduled maturities through December 2030, but may mature earlier, depending upon the repayment rate of the underlying 
auto loans receivable.
Information on our funding vehicles of non-recourse notes payable as of February 29, 2024 are as follows:
(In billions)
Capacity
Warehouse facilities:
March 2024 expiration
$ 
2.80 
August 2024 expiration
 
2.30 
December 2024 expiration
 
0.70 
Combined warehouse facility limit
$ 
5.80 
Unused capacity
$ 
2.06 
Non-recourse notes payable outstanding:
Warehouse facilities
$ 
3.74 
Asset-backed term funding transactions
 
13.13 
Non-recourse notes payable
$ 
16.87 
We generally enter into warehouse facility agreements for one-year terms and typically renew the agreements annually.  In 
March 2024, we extended the $2.8 billion facility with an expiration date of March 2025 and increased the capacity by 
$300 million to $3.1 billion.  The return requirements of warehouse facility investors could fluctuate significantly depending on 
market conditions.  At renewal, the cost, structure and capacity of the facilities could change.  These changes could have a 
significant impact on our funding costs.
See Notes 1(F) and 4 for additional information on the related auto loans receivable.
Capitalized Interest.  We capitalize interest in connection with the construction of certain facilities.  For fiscal 2024, fiscal 2023 
and fiscal 2022, we capitalized interest of $6.2 million, $5.6 million, and $5.9 million, respectively.
Financial Covenants.  The credit facility, term loans and senior note agreements contain representations and warranties, 
conditions and covenants.  We must also meet financial covenants in conjunction with certain financing obligations.  The 
agreements governing our non-recourse funding vehicles contain representations and warranties, as well as financial covenants 
72

and performance triggers related to events of default.  As of February 29, 2024, we were in compliance with these financial 
covenants and our non-recourse funding vehicles were in compliance with these performance triggers.
13.  STOCK AND STOCK-BASED INCENTIVE PLANS
(A) Preferred Stock 
Under the terms of our Articles of Incorporation, the board of directors (“board”) may determine the rights, preferences and 
terms of our authorized but unissued shares of preferred stock.  We have authorized 20,000,000 shares of preferred stock, $20 
par value.  No shares of preferred stock are currently outstanding.
(B)  Share Repurchase Program
During the third quarter of fiscal 2024, we resumed our share repurchase program after having paused it during the third quarter 
of the prior fiscal year.  As of February 29, 2024, a total of $4 billion of board authorizations for repurchases of our common 
stock was outstanding, with no expiration date, of which $2.36 billion remained available for repurchase.
 Common Stock Repurchases
 
Years Ended February 29 or 28
 
2024
2023
2022
Number of shares repurchased (in thousands)
 
1,334.1  
3,403.9  
4,475.2 
Average cost per share
$ 
68.33 $ 
94.95 $ 
125.49 
Available for repurchase, as of end of year (in millions)
$ 
2,360.1 $ 
2,451.3 $ 
774.5 
 
(C) Stock Incentive Plans
We maintain long-term incentive plans for management, certain employees and the nonemployee members of our board.  The 
plans allow for the granting of equity-based compensation awards, including nonqualified stock options, incentive stock 
options, stock appreciation rights, restricted stock awards, stock- and cash-settled restricted stock units, stock grants or a 
combination of awards.  To date, we have not awarded any incentive stock options. 
As of February 29, 2024, a total of 62,850,000 shares of our common stock had been authorized to be issued under the long-
term incentive plans.  The number of unissued common shares reserved for future grants under the long-term incentive plans 
was 6,398,083 as of that date. 
The majority of associates who receive share-based compensation awards primarily receive cash-settled restricted stock 
units.  Senior management and other key associates receive awards of nonqualified stock options, stock-settled restricted stock 
units and/or restricted stock awards.  Nonemployee directors are eligible to receive awards of nonqualified stock options, stock 
grants, stock-settled restricted stock units and/or restricted stock awards.  Excluding stock grants and stock-settled deferred 
stock units, all share-based compensation awards, including any associated dividend rights, are subject to forfeiture.
Nonqualified Stock Options.  Nonqualified stock options are awards that allow the recipient to purchase shares of our common 
stock at a fixed price.  Stock options are granted at an exercise price equal to the fair market value of our common stock on the 
grant date.  The stock options generally vest annually in equal amounts over four years.  These options expire seven years after 
the date of the grant.
Cash-Settled Restricted Stock Units.  Also referred to as restricted stock units, or RSUs, these are awards that entitle the holder 
to a cash payment equal to the fair market value of a share of our common stock for each unit granted.  For grants prior to fiscal 
2021, conversion generally occurs at the end of a three-year vesting period.  Conversion generally occurs annually in equal 
amounts over three years.  However, the cash payment per RSU will not be greater than 200% or less than 75% of the fair 
market value of a share of our common stock on the grant date.  The initial grant date fair values are based on the closing prices 
of our common stock on the grant dates.  RSUs are liability-classified awards and do not have voting rights.
Stock-Settled Market Stock Units.  Also referred to as market stock units, or MSUs, these are restricted stock unit awards with 
market conditions granted to eligible key associates that are converted into between zero and two shares of common stock for 
each unit granted.  Conversion generally occurs at the end of a three-year vesting period.  The conversion ratio is calculated by 
dividing the average closing price of our stock during the final 40 trading days of the three-year vesting period by our stock 
price on the grant date, with the resulting quotient capped at two.  This quotient is then multiplied by the number of MSUs 
granted to yield the number of shares awarded.  The grant date fair values are determined using a Monte-Carlo simulation and 
73

are based on the expected market price of our common stock on the vesting date and the expected number of converted 
common shares.  MSUs do not have voting rights.
Other Share-Based Incentives
Stock-Settled Performance Stock Units.  Also referred to as performance stock units, or PSUs, these are restricted stock unit 
awards with performance conditions granted to eligible key associates that are converted into between zero and two shares of 
common stock for each unit granted.  Conversion generally occurs at the end of a three-year vesting period.  Beginning with the 
fiscal 2022 grants, the conversion ratio is based on the company reaching certain performance target levels set by the board at 
the beginning of each one-year period, with the resulting quotients subject to meeting a minimum 25% threshold and capped at 
200%.  These quotients are then multiplied by the number of PSUs granted to yield the number of shares awarded.
For the first year of the fiscal 2022 awards, these targets were based on annual pretax diluted earnings per share excluding any 
unrealized gains or losses on equity investments in private companies; the board certified a performance adjustment factor of 
200%.  For the second and third-year periods of the fiscal 2022 awards, the first and second-year periods of the fiscal 2023 
awards and the first-year period of the fiscal 2024 awards, the performance targets are based on annual pretax diluted earnings 
per share, excluding any unrealized gains or losses on equity investments in private companies, and market share.  For the 
second-year period of the fiscal 2022 awards and the first-year period of the fiscal 2023 awards, the board certified a 
performance adjustment factor of 4%.  For the third-year period of the fiscal 2023 awards and the second- and third-year 
periods of the fiscal 2024 awards, the remaining awarded 65,077 PSUs do not qualify as grants under ASC 718 as mutual 
understanding of the target performance levels are either not fully set or have not been set.  
PSUs do not have voting rights.  The grant date fair values are based on the closing prices of our common stock on the grant 
dates.  As of February 29, 2024, 97,584 units were outstanding at a weighted average grant date fair value per share of $87.61.
Stock-Settled Deferred Stock Units.  Also referred to as deferred stock units, or DSUs, these are restricted stock unit awards 
granted to non-employee members of our board of directors that are converted into one share of common stock for each unit 
granted.  Conversion occurs at the end of the one-year vesting period unless the director has exercised the option to defer 
conversion until separation of service to the company.  The grant date fair values are based on the closing prices of our common 
stock on the grant dates.  DSUs have no voting rights.  As of February 29, 2024, 97,001 units were outstanding at a weighted 
average grant date fair value of $89.80.
Restricted Stock Awards.  Restricted stock awards, or RSAs, are awards of our common stock that are subject to specified 
restrictions that generally lapse after a one- to three-year period from the date of the grant.  The grant date fair values are based 
on the closing prices of our common stock on the grant dates.  Participants holding restricted stock are entitled to vote on 
matters submitted to holders of our common stock for a vote.  As of February 29, 2024, there were no shares outstanding.
Employee Stock Purchase Plan.  We sponsor an employee stock purchase plan for all associates meeting certain eligibility 
criteria.  We have authorized up to 8,000,000 shares of common stock with a total of 1,749,564 shares remaining available for 
issuance under the plan as of February 29, 2024.  Associate contributions are limited to 10% of eligible compensation, up to a 
maximum of $10,000 per year.  For each $1.00 contributed to the plan by associates, we match $0.15.  Shares are acquired 
through open-market purchases.  We purchased 264,628 shares at an average price per share of $73.74 during fiscal 2024, 
251,651 shares at an average price per share of $81.40 during fiscal 2023 and 160,093 shares at an average price per share of 
$125.22 during fiscal 2022. 
(D) Share-Based Compensation
Composition of Share-Based Compensation Expense
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Cost of sales
$ 
4,644 $ 
2,269 $ 
4,924 
CarMax Auto Finance income
 
3,643  
2,295  
5,043 
Selling, general and administrative expenses
 
114,090  
83,608  
101,966 
Share-based compensation expense, before income taxes
$ 
122,377 $ 
88,172 $ 
111,933 
  
74

Composition of Share-Based Compensation Expense – By Grant Type
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Nonqualified stock options
$ 
50,456 $ 
38,629 $ 
33,598 
Cash-settled restricted stock units (RSUs)
 
48,762  
23,567  
52,435 
Stock-settled market stock units (MSUs)
 
16,298  
15,617  
13,984 
Other share-based incentives:
Stock-settled performance stock units (PSUs)
 
2,046  
5,123  
6,289 
Stock-settled deferred stock units (DSUs)
 
1,850  
1,850  
1,925 
Restricted stock (RSAs)
 
307  
806  
966 
Employee stock purchase plan
 
2,658  
2,580  
2,736 
Total other share-based incentives
 
6,861  
10,359  
11,916 
Share-based compensation expense, before income taxes
$ 
122,377 $ 
88,172 $ 
111,933 
Unrecognized Share-Based Compensation Expense – By Grant Type
 
As of February 29, 2024
Weighted Average
Unrecognized
Remaining
Compensation
Recognition Life
(Costs in millions)
Costs
(Years)
Nonqualified stock options
$ 
42.1 
1.6
Stock-settled market stock units
 
15.6 
1.5
Stock-settled performance stock units
 
0.5 
1.0
Total
$ 
58.2 
1.5
 
We recognize compensation expense for stock options, MSUs, PSUs, DSUs and RSAs on a straight-line basis (net of estimated 
forfeitures) over the requisite service period, which is generally the vesting period of the award.  The PSU expense is adjusted 
for any change in management’s assessment of the performance target level that is probable of being achieved.  The variable 
expense associated with RSUs is recognized over their vesting period (net of estimated forfeitures) and is calculated based on 
the closing price of our common stock on the last trading day of each reporting period. 
The total costs for matching contributions for our employee stock purchase plan are included in share-based compensation 
expense.  There were no capitalized share-based compensation costs as of or for the years ended February 29, 2024, 
February 28, 2023 or February 28, 2022.
Stock Option Activity
 
 
 
Weighted
 
 
 
Weighted
Average
 
 
 
Average
Remaining
Aggregate
 
Number of
Exercise
Contractual
Intrinsic
(Shares and intrinsic value in thousands)
Shares
Price
Life (Years)
Value
Outstanding as of February 28, 2023
 
6,776 $ 
82.28  
 
Options granted
 
1,554  
70.55  
 
Options exercised
 
(752)  
59.56  
 
Options forfeited or expired
 
(185)  
85.95  
 
Outstanding as of February 29, 2024
 
7,393 $ 
82.03 
3.7
$ 
42,459 
Exercisable as of February 29, 2024
 
4,323 $ 
79.97 
2.6
$ 
27,379 
75

Stock Option Information
Years Ended February 29 or 28
2024
2023
2022
Options granted
 
1,554,029  
1,301,862  
922,475 
Weighted average grant date fair value per share
$ 
29.11 $ 
33.24 $ 
42.31 
Cash received from options exercised (in millions)
$ 
44.8 $ 
17.1 $ 
79.8 
Intrinsic value of options exercised (in millions)
$ 
15.0 $ 
7.3 $ 
95.2 
Realized tax benefits (in millions)
$ 
3.6 $ 
1.8 $ 
20.6 
For stock options, the fair value of each award is estimated as of the date of grant using a binomial valuation model.  In 
computing the value of the option, the binomial model considers characteristics of fair-value option pricing that are not 
available for consideration under a closed-form valuation model (for example, the Black-Scholes model), such as the 
contractual term of the option, the probability that the option will be exercised prior to the end of its contractual life and the 
probability of termination or retirement of the option holder.  For this reason, we believe that the binomial model provides a fair 
value that is more representative of actual experience and future expected experience than the value calculated using a closed-
form model.  Estimates of fair value are not intended to predict actual future events or the value ultimately realized by the 
recipients of share-based awards.
Assumptions Used to Estimate Option Values
 
Years Ended February 29 or 28
 
2024
2023
2022
Dividend yield
 
 
 0.0 %
 
 
 0.0 %
 
 
 0.0 %
Expected volatility factor (1)  
 39.2 % -
 45.9 %
 38.7 % -
 53.6 %
 31.8 % -
 37.6 %
Weighted average expected volatility
 
  44.6 %
  
 39.5 %
  
 36.2 %
Risk-free interest rate (2)
 3.6 % -
 5.5 %
 0.4 % -
 4.7 %
 — % -
 1.4 %
Expected term (in years) (3)  
 
 
4.6
 
 
4.6
 
 
4.6
 
(1)
Measured using historical daily price changes of our stock for a period corresponding to the term of the options and the implied 
volatility derived from the market prices of traded options on our stock.
(2)
Based on the U.S. Treasury yield curve at the time of grant.
(3)
Represents the estimated number of years that options will be outstanding prior to exercise.
Cash-Settled Restricted Stock Unit Activity
 
 
Weighted
 
 
Average
 
Number of
Grant Date
(Units in thousands)
Units
Fair Value
Outstanding as of February 28, 2023
 
1,004 $ 
97.19 
Stock units granted
 
915  
70.69 
Stock units vested and converted
 
(501)  
93.29 
Stock units cancelled
 
(121)  
81.96 
Outstanding as of February 29, 2024
 
1,297 $ 
81.42 
76

Cash-Settled Restricted Stock Unit Information
Years Ended February 29 or 28
2024
2023
2022
Stock units granted
 
915,122  
677,783  
378,382 
Initial weighted average grant date fair value per share
$ 
70.69 $ 
91.14 $ 
136.46 
Payments (before payroll tax withholdings) upon
vesting (in millions)
$ 
39.0 $ 
67.1 $ 
92.6 
Realized tax benefits (in millions)
$ 
9.7 $ 
16.8 $ 
23.0 
Expected Cash Settlement Range Upon Restricted Stock Unit Vesting
 
As of February 29, 2024
(In thousands)
Minimum (1)
Maximum (1)
Fiscal 2025
$ 
34,794 $ 
92,784 
Fiscal 2026
 
25,212  
67,231 
Fiscal 2027
 
13,215  
35,240 
Total expected cash settlements
$ 
73,221 $ 
195,255 
 
(1)
Net of estimated forfeitures.
Stock-Settled Market Stock Unit Activity
 
 
Weighted
 
 
Average
 
Number of
Grant Date
(Units in thousands)
Units
Fair Value
Outstanding as of February 28, 2023
 
404 $ 
120.61 
Stock units granted
 
187  
99.86 
Stock units vested and converted
 
(189)  
94.02 
Stock units cancelled
 
(19)  
118.50 
Outstanding as of February 29, 2024
 
383 $ 
123.73 
Stock-Settled Market Stock Unit Information
Years Ended February 29 or 28
2024
2023
2022
Stock units granted
 
186,678  
140,743  
82,061 
Weighted average grant date fair value per share
$ 
99.86 $ 
125.37 $ 
178.15 
Realized tax benefits (in millions)
$ 
2.3 $ 
2.9 $ 
10.4 
77

14.  NET EARNINGS PER SHARE
 
Basic and Dilutive Net Earnings Per Share Reconciliations
 
Years Ended February 29 or 28
(In thousands except per share data)
2024
2023
2022
Net earnings
$ 
479,204 $ 
484,762 $ 
1,151,297 
Weighted average common shares outstanding
 
158,216  
158,800  
162,410 
Dilutive potential common shares:
 
 
 
Stock options
 
272  
688  
2,268 
Stock-settled restricted stock units
 
219  
283  
498 
Weighted average common shares and dilutive
 
 
 
potential common shares
 
158,707  
159,771  
165,176 
Basic net earnings per share
$ 
3.03 $ 
3.05 $ 
7.09 
Diluted net earnings per share
$ 
3.02 $ 
3.03 $ 
6.97 
 
Certain options to purchase shares of common stock were outstanding and not included in the calculation of diluted net earnings 
per share because their inclusion would have been antidilutive.  On a weighted average basis, for fiscal 2024, fiscal 2023 and 
fiscal 2022, options to purchase 5,791,423 shares, 2,217,957 shares and 750,516 shares of common stock, respectively, were 
not included.
15.  ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Changes in Accumulated Other Comprehensive Income (Loss) By Component
 
 
 
Total
 
Net
Net
Accumulated
 
Unrecognized
Unrecognized
Other
 
Actuarial
Hedge Gains
Comprehensive
(In thousands, net of income taxes)
Losses
(Losses)
Income (Loss)
Balance as of February 28, 2021
$ 
(92,662) $ 
(26,029) $ 
(118,691) 
Other comprehensive income before reclassifications
 
17,034  
40,211  
57,245 
Amounts reclassified from accumulated other
 
 
 
comprehensive income (loss)
 
2,627  
12,397  
15,024 
Other comprehensive income
 
19,661  
52,608  
72,269 
Balance as of February 28, 2022
 
(73,001)  
26,579  
(46,422) 
Other comprehensive income before reclassifications
 
26,477  
136,192  
162,669 
Amounts reclassified from accumulated other
comprehensive income (loss)
 
1,934  
(20,312)  
(18,378) 
Other comprehensive income
 
28,411  
115,880  
144,291 
Balance as of February 28, 2023
 
(44,590)  
142,459  
97,869 
Other comprehensive income (loss) before reclassifications
 
7,081  
(6,943)  
143 
Amounts reclassified from accumulated other
 
 
 
comprehensive income (loss)
 
393  
(39,121)  
(38,733) 
Other comprehensive income (loss)
 
7,474  
(46,064)  
(38,590) 
Balance as of February 29, 2024
$ 
(37,116) $ 
96,395 $ 
59,279 
78

Changes In and Reclassifications Out of Accumulated Other Comprehensive Income (Loss) 
 
 
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Retirement Benefit Plans (Note 11):
 
 
 
Actuarial gain arising during the year
$ 
9,289 $ 
34,836 $ 
22,517 
Tax expense
 
(2,208)  
(8,359)  
(5,483) 
Actuarial gain arising during the year, net of tax
 
7,081  
26,477  
17,034 
Actuarial loss amortization reclassifications recognized in net pension expense:
 
 
 
Cost of sales
 
231  
1,084  
1,451 
CarMax Auto Finance income
 
15  
70  
84 
Selling, general and administrative expenses
 
270  
1,391  
1,938 
Total amortization reclassifications recognized in net pension expense
 
516  
2,545  
3,473 
Tax expense
 
(123)  
(611)  
(846) 
Amortization reclassifications recognized in net
 
 
 
pension expense, net of tax
 
393  
1,934  
2,627 
Net change in retirement benefit plan unrecognized
 
 
 
actuarial losses, net of tax
 
7,474  
28,411  
19,661 
Cash Flow Hedges (Note 5):
 
 
 
Changes in fair value
 
(9,291)  
180,510  
54,105 
Tax benefit (expense)
 
2,348  
(44,318)  
(13,894) 
Changes in fair value, net of tax
 
(6,943)  
136,192  
40,211 
Reclassifications to CarMax Auto Finance income
 
(52,354)  
(26,859)  
16,680 
Tax benefit (expense)
 
13,233  
6,547  
(4,283) 
Reclassification of hedge (gains) losses, net of tax
 
(39,121)  
(20,312)  
12,397 
Net change in cash flow hedge unrecognized gains, net of tax
 
(46,064)  
115,880  
52,608 
Total other comprehensive (loss) income, net of tax
$ 
(38,590) $ 
144,291 $ 
72,269 
  
Changes in the funded status of our retirement plans and changes in the fair value of derivatives that are designated and qualify 
as cash flow hedges are recognized in accumulated other comprehensive income (loss).  The cumulative balances are net of 
deferred taxes of $19.3 million as of February 29, 2024 and $32.6 million as of February 28, 2023.
16.  LEASE COMMITMENTS 
Our leases primarily consist of operating and finance leases related to retail stores, office space, land and equipment.  We also 
have stores subject to sale-leaseback transactions that do not qualify for sale accounting and are accounted for as financing 
obligations.  For more information on these financing obligations see Note 12.  
The initial term for real property leases is typically 5 to 20 years.  For equipment leases, the initial term generally ranges from 3 
to 8 years.  Most leases include one or more options to renew, with renewal terms that can extend the lease term from 1 to 20 
years or more.  We include options to renew (or terminate) in our lease term, and as part of our right-of-use (“ROU”) assets and 
lease liabilities, when it is reasonably certain that we will exercise that option. 
ROU assets and the related lease liabilities are initially measured at the present value of future lease payments over the lease 
term.  As most of our leases do not provide an implicit rate, we use our collateralized incremental borrowing rate based on the 
information available at the commencement date in determining the present value of future payments.  We include variable 
lease payments in the initial measurement of ROU assets and lease liabilities only to the extent they depend on an index or rate.  
Changes in such indices or rates are accounted for in the period the change occurs, and do not result in the remeasurement of 
the ROU asset or liability.  We are also responsible for payment of certain real estate taxes, insurance and other expenses on our 
leases.  These amounts are generally considered to be variable and are not included in the measurement of the ROU asset and 
lease liability.  We generally account for non-lease components, such as maintenance, separately from lease components.  For 
certain equipment leases, we apply a portfolio approach to account for the lease assets and liabilities.
79

Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.  Leases with a 
term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line 
basis over the lease term.  
The components of lease expense were as follows:
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Operating lease cost (1)
$ 
89,801 $ 
90,925 $ 
75,629 
Finance lease cost:
Depreciation of lease assets
 
20,010  
16,039  
13,230 
Interest on lease liabilities
 
25,724  
21,969  
17,015 
Total finance lease cost
 
45,734  
38,008  
30,245 
Total lease cost
$ 
135,535 $ 
128,933 $ 
105,874 
(1)  
Includes short-term leases and variable lease costs, which are immaterial.
Supplemental balance sheet information related to leases was as follows:
As of February 29 or 28
(In thousands)
Classification
2024
2023
Assets:
Operating lease assets
Operating lease assets
$ 
520,717 $ 
545,677 
Finance lease assets
Property and equipment, net (1)
 
174,998  
145,372 
Total lease assets
$ 
695,715 $ 
691,049 
Liabilities:
Current:
Operating leases
Current portion of operating lease liabilities
$ 
57,161 $ 
53,287 
Finance leases
Accrued expenses and other current liabilities
 
20,877  
18,788 
Long-term:
Operating leases
Operating lease liabilities, excluding current portion
 
496,210  
523,828 
Finance leases
Other liabilities
 
198,759  
165,135 
Total lease liabilities
$ 
773,007 $ 
761,038 
(1)  
Finance lease assets are recorded net of accumulated depreciation of $55.5 million as of February 29, 2024 and $46.7 million as of 
February 28, 2023.
Lease term and discount rate information related to leases was as follows:
As of February 29 or 28
Lease Term and Discount Rate
2024
2023
Weighted Average Remaining Lease Term (in years)
Operating leases
16.07
16.35
Finance leases
11.43
10.84
Weighted Average Discount Rate
Operating leases
 5.05 %
 4.91 %
Finance leases
 17.16 %
 19.34 %
80

Supplemental cash flow information related to leases was as follows:
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$ 
88,704 $ 
89,321 $ 
72,371 
Operating cash flows from finance leases
$ 
24,782 $ 
19,371 $ 
11,194 
Financing cash flows from finance leases
$ 
16,674 $ 
12,200 $ 
11,923 
Lease assets obtained in exchange for lease obligations:
Operating leases
$ 
30,746 $ 
58,121 $ 
50,911 
Finance leases
$ 
51,660 $ 
37,931 $ 
32,052 
Maturities of lease liabilities were as follows:
As of February 29, 2024
(In thousands)
Operating Leases (1)
Finance Leases (1)
Fiscal 2025
$ 
83,110 
$ 
45,669 
Fiscal 2026
 
77,748 
 
47,724 
Fiscal 2027
 
71,393 
 
43,914 
Fiscal 2028
 
67,246 
 
37,051 
Fiscal 2029
 
45,400 
 
29,808 
Thereafter
 
517,307 
 
229,689 
Total lease payments
 
862,204 
 
433,855 
Less: interest
 
(308,833) 
 
(214,219) 
Present value of lease liabilities
$ 
553,371 
$ 
219,636 
(1) Lease payments exclude $5.1 million of legally binding minimum lease payments for leases signed but not yet commenced.
17.  SUPPLEMENTAL CASH FLOW INFORMATION
Supplemental disclosures of cash flow information:
Years Ended February 29 or 28
(In thousands)
2024
2023
2022
Cash paid for interest
$ 
123,545 
$ 
122,147 
$ 
91,686 
Cash paid for income taxes
$ 
164,612 
$ 
152,626 
$ 
373,234 
Non-cash investing and financing activities:
(Decrease) increase in accrued capital expenditures
$ 
(17,535) 
$ 
7,557 
$ 
14,837 
Increase in financing obligations
$ 
4,527 
$ 
7,863 
$ 
— 
See Note 16 for supplemental cash flow information related to leases.
18.  COMMITMENTS AND CONTINGENCIES
(A) Litigation
CarMax entities are defendants in a proceeding asserting wage and hour claims with respect to non-exempt CarMax employees 
in California.  The asserted claims include failure to provide meal periods and rest breaks; pay statutory or contractual wages; 
reimburse for work-related expenses; and Private Attorneys General Act (“PAGA”) claims.  On July 9, 2021, Daniel Bendure v. 
CarMax Auto Superstores California, LLC et al., a putative class action, was filed in the Superior Court of California, County 
of San Bernardino.  The Bendure lawsuit seeks civil penalties for violation of the Labor Code, attorneys’ fees, costs, restitution 
of unpaid wages, interest, injunctive and equitable relief, general damages, and special damages.  Bendure subsequently decided 
not to proceed with an individual or putative class claim, but rather filed and served a PAGA-only complaint in the Superior 
Court of California for the County of San Bernardino on December 7, 2021, based on the same allegations pled in the original 
complaint.
81

The California Supreme Court held in Adolph v. Uber that an employee who signs an arbitration agreement, as Bendure has, 
may still pursue a representative PAGA action in court if the employee is successful in his individual PAGA action in 
arbitration.  In light of this decision, Bendure filed a demand on October 16, 2023 for an individual arbitration.  This arbitration 
is scheduled for July 23, 2024.
We are unable to make a reasonable estimate of the amount or range of loss that could result from an unfavorable outcome in 
this matter.
The company is a class member in a consolidated and settled class action lawsuit (In re: Takata Airbag Product Liability 
Litigation (U.S. District Court, Southern District of Florida)) against Toyota, Mazda, Subaru, BMW, Honda, Nissan, Ford and 
Volkswagen related to the economic loss associated with defective Takata airbags installed as original equipment in certain 
model vehicles from model years 2000-2019.  In April 2020, CarMax received $40.3 million in net recoveries from the Toyota, 
Mazda, Subaru, BMW, Honda and Nissan settlement funds.  In January 2022, CarMax received $3.8 million in net recoveries 
from the Ford settlement funds.  On April 21, 2023, CarMax received $59.3 million in net recoveries from residual undisbursed 
funds in the Toyota, Mazda, Subaru, BMW, Honda and Nissan settlements.  On August 9, 2023, CarMax received $7.9 million 
in additional residual funds in the BMW, Mazda, and Nissan settlements.  CarMax remains a class member for residual funds in 
the Ford settlement.  The Volkswagen settlement has not yet been resolved.  We are unable to make a reasonable estimate of the 
amount or range of gain that could result from CarMax’s participation in the Ford residual or Volkswagen matters.
We are involved in various other legal proceedings in the normal course of business.  Based upon our evaluation of information 
currently available, we believe that the ultimate resolution of any such proceedings will not have a material adverse effect, 
either individually or in the aggregate, on our financial condition, results of operations or cash flows.
(B) Other Matters 
In accordance with the terms of real estate lease agreements, we generally agree to indemnify the lessor from certain liabilities 
arising as a result of the use of the leased premises, including environmental liabilities and repairs to leased property upon 
termination of the lease.  Additionally, in accordance with the terms of agreements entered into for the sale of properties, we 
generally agree to indemnify the buyer from certain liabilities and costs arising subsequent to the date of the sale, including 
environmental liabilities and liabilities resulting from the breach of representations or warranties made in accordance with the 
agreements.  We do not have any known material environmental commitments, contingencies or other indemnification issues 
arising from these arrangements.
As part of our customer service strategy, we guarantee the used vehicles we retail with a 90-day/4,000 mile limited warranty.  A 
vehicle in need of repair within this period will be repaired free of charge.  As a result, each vehicle sold has an implied liability 
associated with it.  Accordingly, based on historical trends, we record a provision for estimated future repairs during the 
guarantee period for each vehicle sold.  The liability for this guarantee was $30.9 million as of February 29, 2024 and 
$27.1 million as of February 28, 2023, and is included in accrued expenses and other current liabilities.
At various times we may have certain purchase obligations that are enforceable and legally binding primarily related to real 
estate purchases, advertising and third-party outsourcing services.  As of February 29, 2024, we have material purchase 
obligations of $428.2 million, of which $213.3 million are expected to be fulfilled in fiscal 2025.
19.  SEGMENT INFORMATION
We operate in two reportable segments:  CarMax Sales Operations and CAF.  Our CarMax Sales Operations segment consists 
of all aspects of our auto merchandising and service operations, excluding financing provided by CAF.  Our CAF segment 
consists solely of our own finance operation that provides financing to customers buying retail vehicles from CarMax.
We also have a non-reportable operating segment related to our Edmunds business, which is reflected as “Other” in the segment 
tables below.  Revenue generated by Edmunds primarily represents advertising and subscription revenues as discussed in Note 
2.  Edmunds also generates intersegment revenue as a result of transactions between Edmunds and CarMax Sales Operations, 
which represent arm’s length transactions at prevailing market prices.  Such amounts are eliminated in consolidation.
The performance of our CarMax Sales Operations segment is reviewed by our chief operating decision maker at the gross profit 
level, the components of which are presented in the tables below.  Required segment information related to our CAF segment is 
presented in Note 3.  Additionally, asset information by segment is not utilized for purposes of assessing performance or 
allocating resources and, as a result, such information has not been presented.
82

Segment Information
Year Ended February 29, 2024
(In thousands)
CarMax Sales 
Operations
Other
Eliminations
Total
Sales and operating revenues
$ 
26,400,256 $ 
135,784 $ 
— $ 
26,536,040 
Intersegment sales and operating revenues
 
—  
34,779  
(34,779)  
— 
Total sales and operating revenues
$ 
26,400,256 $ 
170,563 $ 
(34,779) $ 
26,536,040 
Depreciation and amortization (1)
$ 
1,614 $ 
19,678 $ 
— $ 
21,292 
Gross profit 
$ 
2,615,286 $ 
102,544 $ 
(4,621) $ 
2,713,209 
Reconciliation to Consolidated Earnings Before Taxes:
CAF Income
 
568,271 
Selling, general and administrative expenses
 
(2,286,378) 
Depreciation and amortization (2)
 
(239,028) 
Interest expense
 
(124,750) 
Other income (expense)
 
10,271 
Earnings before income taxes
$ 
641,595 
Year Ended February 28, 2023
(In thousands)
CarMax Sales 
Operations
Other
Eliminations
Total
Sales and operating revenues
$ 
29,551,617 $ 
133,256 $ 
— $ 
29,684,873 
Intersegment sales and operating revenues
 
—  
28,038  
(28,038)  
— 
Total sales and operating revenues
$ 
29,551,617 $ 
161,294 $ 
(28,038) $ 
29,684,873 
Depreciation and amortization (1)
$ 
1,499 $ 
14,263 $ 
— $ 
15,762 
Gross profit
$ 
2,704,398 $ 
101,138 $ 
(5,333) $ 
2,800,203 
Reconciliation to Consolidated Earnings Before Taxes:
CAF Income
 
663,404 
Selling, general and administrative expenses
 
(2,487,357) 
Depreciation and amortization (2)
 
(228,449) 
Interest expense
 
(120,398) 
Other income (expense)
 
9,401 
Earnings before income taxes
$ 
636,804 
(1) 
Represents only the portion of depreciation and amortization recorded within Cost of sales, and thus included in the calculation of Gross 
profit.
(2) 
Exclusive of depreciation and amortization recorded within Cost of sales.
83

Item 9.  Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
Item 9A.  Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as 
amended (“Exchange Act”)) that are designed to ensure that information required to be disclosed in our reports filed under the 
Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and 
forms.  Our disclosure controls and procedures are also designed to ensure that this information is accumulated and 
communicated to management, including the chief executive officer (“CEO”) and the chief financial officer (“CFO”), as 
appropriate to allow timely decisions regarding required disclosure.
As of February 29, 2024, we evaluated the effectiveness of the design and operation of our disclosure controls.  This evaluation 
was performed under the supervision and with the participation of management, including the CEO and CFO.  Based upon that 
evaluation, the CEO and CFO concluded that our disclosure controls were effective as of the end of the period.
Changes in Internal Control over Financial Reporting
There was no change in our internal control over financial reporting that occurred during the quarter ended February 29, 2024 
that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.  
Management’s Report on Internal Control over Financial Reporting
“Management’s Annual Report on Internal Control over Financial Reporting” is included in Item 8. Consolidated Financial 
Statements and Supplementary Data, of this Form 10-K and is incorporated herein by reference. 
Item 9B.  Other Information.
None.
Item 9C.  Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Not applicable.
84

PART III
With the exception of the information incorporated by reference from our 2024 Proxy Statement in Items 10, 11, 12, 13 and 14 
of Part III of this Annual Report on Form 10-K, our 2024 Proxy Statement is not to be deemed filed as a part of this Form 10-K.
Item 10.  Directors, Executive Officers and Corporate Governance.
The information concerning our executive officers required by this Item is incorporated by reference to the section titled 
“Executive Officers of the Company” included in Part I of this Annual Report on Form 10-K.
The information concerning our directors required by this Item is incorporated by reference to the section titled “Proposal One: 
Election of Directors” in our 2024 Proxy Statement.
The information concerning the audit committee of our board of directors and the audit committee financial expert required by 
this Item is incorporated by reference to the information included in the sub-section titled “Corporate Governance – Board 
Committees” in our 2024 Proxy Statement.
The information concerning our code of ethics (“Code of Business Conduct”) for senior management required by this Item is 
incorporated by reference to the sub-section titled “Corporate Governance – Overview” in our 2024 Proxy Statement.
Item 11.  Executive Compensation.
The information required by this Item is incorporated by reference to the sections titled “Compensation Discussion and 
Analysis,” “Compensation and Personnel Committee Report” and “Compensation Tables” in our 2024 Proxy Statement 
(provided that the Pay Versus Performance disclosure shall not be deemed to be incorporated by reference herein).  Additional 
information required by this Item is incorporated by reference to the section titled “Director Compensation” in our 2024 Proxy 
Statement.
Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information required by this Item concerning equity compensation plans is incorporated by reference to the section titled 
“CarMax Share Ownership” in our 2024 Proxy Statement.
The information required by this Item concerning security ownership of certain beneficial owners and management is 
incorporated by reference to the section titled “CarMax Share Ownership” in our 2024 Proxy Statement.
Item 13.  Certain Relationships and Related Transactions and Director Independence.
The information required by this Item is incorporated by reference to the sub-section titled “Corporate Governance – Related 
Person Transactions” in our 2024 Proxy Statement.
The information required by this Item concerning director independence is incorporated by reference to the sub-section titled 
“Corporate Governance – Independence” in our 2024 Proxy Statement.
Item 14.  Principal Accountant Fees and Services.
The information required by this Item is incorporated by reference to the section titled “Auditor Fees and Pre-Approval Policy” 
in our 2024 Proxy Statement.
85

PART IV
 
Item 15.  Exhibits and Financial Statement Schedules.
The following documents are filed as part of this report:
1.
Financial Statements.  All financial statements as set forth under Item 8 of this Form 10-K.
 
2.
Financial Statement Schedules.  Schedules have been omitted because they are not applicable, are not required or the 
information required to be set forth therein is included in the Consolidated Financial Statements and Notes thereto.
3.
Exhibits: 
3.1
CarMax, Inc. Amended and Restated Articles of Incorporation, effective June 24, 2013, filed as Exhibit 
3.1 to CarMax’s Current Report on Form 8-K, filed June 28, 2013 (File No. 1-31420), is incorporated by 
this reference.
3.2
CarMax, Inc. Bylaws, as Amended and Restated October 24, 2023, filed as Exhibit 3.1 to CarMax's 
Current Report on Form 8-K, filed October 26, 2023 (File No. 1-31420), is incorporated by this 
reference.
4.1
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, filed 
as Exhibit 4.1 to CarMax’s Annual Report on Form 10-K, filed April 21, 2020 (File No. 1-31420), is 
incorporated by this reference.
10.1
Amended and Restated Credit Agreement, dated as of June 21, 2023, among CarMax Auto Superstores, 
Inc., CarMax, Inc., certain subsidiaries of CarMax named therein, Bank of America, N.A., as a lender and 
as administrative agent, and the other lending institutions named therein, filed as Exhibit 10.1 to 
CarMax’s Quarterly Report on Form 10-Q, filed June 26, 2023 (File No. 1-31420), is incorporated by this 
reference.
10.2
CarMax, Inc. Benefit Restoration Plan, as amended and restated, effective June 30, 2011, filed as Exhibit 
10.1 to CarMax’s Current Report on Form 8-K, filed June 30, 2011 (File No. 1-31420), is incorporated 
by this reference. *
10.3
CarMax, Inc. Executive Deferred Compensation Plan, as amended and restated, effective June 30, 2011, 
filed as Exhibit 10.3 to CarMax’s Current Report on Form 8-K, filed June 30, 2011 (File No. 1-31420), is 
incorporated by this reference. *
10.4
CarMax, Inc. Retirement Restoration Plan, as amended and restated, effective January 1, 2017, filed as 
Exhibit 10.6 to CarMax’s Quarterly Report on Form 10-Q, filed July 7, 2016 (File No. 1-31420), is 
incorporated by this reference. *
10.5
CarMax, Inc. Annual Performance-Based Bonus Plan, dated April 24, 2018, filed as Exhibit 10.46 to 
CarMax’s Annual Report on Form 10-K, filed April 24, 2018 (File No. 1-31420), is incorporated by this 
reference. *
10.6
CarMax, Inc. 2002 Stock Incentive Plan, as amended and restated June 25, 2019, filed as Exhibit 10.1 to 
CarMax's Current Report on Form 8-K, filed June 26, 2019 (File No. 1-31420), is incorporated by this 
reference. *
10.7
CarMax, Inc. 2002 Stock Incentive Plan, as amended and restated June 23, 2020, filed as Exhibit 10.1 to 
CarMax’s Current Report on Form 8-K, filed June 25, 2020 (File No. 1-31420), is incorporated by this 
reference. *
10.8
CarMax, Inc. 2002 Stock Incentive Plan, as amended and restated June 27, 2023, filed as Exhibit 10.1 to 
CarMax's Current Report on Form 8-K, filed on June 28, 2023 (File No. 1-31420), is incorporated by this 
reference. *
10.9
CarMax, Inc. 2002 Employee Stock Purchase Plan, as amended and restated January 1, 2023, filed as 
Exhibit 10.1 to CarMax’s Quarterly Report on Form 10-Q, filed September 30, 2022 (File No. 1-31420), 
is incorporated by this reference.
10.10
Form of Notice of Restricted Stock Unit Grant between CarMax Inc. and certain named and other 
executive officers, effective December 21, 2011, filed as Exhibit 10.3 to CarMax’s Current Report on 
Form 8-K, filed December 23, 2011 (File No. 1-31420), is incorporated by reference. *
10.11
Form of Notice of Restricted Stock Grant between CarMax, Inc. and certain non-employee directors of 
the CarMax, Inc. board of directors, filed as Exhibit 10.1 to CarMax’s Quarterly Report on Form 10-Q, 
filed October 8, 2014 (File No. 1-31420), is incorporated by this reference. *
86

10.12
Form of Notice of Stock Option Grant between CarMax, Inc. and certain named and other executive 
officers, effective January 26, 2015, filed as Exhibit 10.1 to CarMax’s Current Report on Form 8-K, filed 
February 13, 2015 (File No. 1-31420), is incorporated by reference. *
10.13
Form of Notice of Stock Option Grant between CarMax, Inc. and certain named and other executive 
officers, effective March 24, 2016, filed as Exhibit 10.3 to CarMax’s Current Report on Form 8-K, filed 
March 25, 2016 (File No. 1-31420), is incorporated by reference. *
10.14
Form of Notice of Restricted Stock Grant between CarMax, Inc. and certain executive officers effective 
March 24, 2016, filed as Exhibit 10.1 to CarMax’s Current Report on Form 8-K, filed March 25, 2016 
(File No. 1-31420), is incorporated by this reference. *
10.15
Form of Notice of Cash-Settled Restricted Stock Unit Grant between CarMax Inc. and certain named and 
other executive officers, effective March 24, 2016, filed as Exhibit 10.2 to CarMax’s Current Report on 
Form 8-K, filed March 25, 2016 (File No. 1-31420), is incorporated by reference. *
10.16
Form of Notice of Performance Stock Unit Grant between CarMax, Inc. and certain named and other 
executive officers, effective March 24, 2016, filed as Exhibit 10.4 to CarMax’s Current Report on Form 
8-K, filed March 25, 2016 (File No. 1-31420), is incorporated by reference. *
10.17
Form of Notice of Performance Stock Unit Grant between CarMax, Inc. and certain named and other 
executive officers, effective January 29, 2019, filed as Exhibit 10.50 to CarMax’s Annual Report on 
Form 10-K filed April 19, 2019 (File No. 1-31420), is incorporated by this reference. *
10.18
Form of Notice of Restricted Stock Unit Grant between CarMax, Inc. and certain non-employee directors 
of the CarMax, Inc. board of directors, filed as Exhibit 10.47 to CarMax’s Annual Report on Form 10-K 
filed April 24, 2018 (File No. 1-31420), is incorporated by this reference. *
10.19
Form of Notice of Restricted Stock Unit Grant between CarMax, Inc. and certain non-employee directors 
of the CarMax, Inc. board of directors, filed as Exhibit 10.1 to CarMax’s Quarterly Report on Form 10-Q 
filed January 8, 2019 (File No. 1-31420), is incorporated by this reference. *
10.20
Form of Notice of Market Stock Unit Grant between CarMax, Inc. and certain named and other executive 
officers, effective March 27, 2020, filed as Exhibit 10.55 to CarMax’s Annual Report on Form 10-K, 
filed April 21, 2020 (File No. 1-31420), is incorporated by this reference. *
10.21
Form of Notice of Cash-Settled Restricted Stock Unit Grant between CarMax Inc. and certain named and 
other executive officers, effective March 27, 2020, filed as Exhibit 10.56 to CarMax’s Annual Report on 
Form 10-K, filed April 21, 2020 (File No. 1-31420), is incorporated by this reference. *
10.22
Form of Notice of Market Stock Unit Grant between CarMax, Inc. and certain named and other executive 
officers, effective March 27, 2024, filed herewith. *
10.23
Form of Notice of Performance Stock Unit Grant between CarMax, Inc. and certain named and other 
executive officers, effective March 27, 2024, filed herewith. *
10.24
CarMax, Inc. Severance Agreement for Executive Officer, dated January 6, 2015, between CarMax, Inc. 
and Thomas J. Folliard, filed as Exhibit 10.2 to CarMax’s Quarterly Report on Form 10-Q, filed January 
8, 2015 (File No. 1-31420), is incorporated by this reference. *
10.25
CarMax, Inc. Amendment to Severance Agreement for Executive Officer, dated August 31, 2016, 
between CarMax, Inc. and Thomas J. Folliard, filed as Exhibit 10.2 to CarMax’s Current Report on Form 
8-K, filed September 1, 2016 (File No. 1-31420), is incorporated by this reference. *
10.26
CarMax, Inc. Amended and Restated Severance Agreement, dated December 1, 2023, between CarMax, 
Inc. and William D. Nash, filed as Exhibit 10.2 to CarMax's Quarterly Report on Form 10-Q, filed 
January 5, 2024 (File No. 1-31420), is incorporated by this reference.*
10.27
CarMax, Inc. Severance Agreement for Executive Officer, dated January 3, 2017, between CarMax, Inc. 
and Edwin J. Hill, filed as Exhibit 10.4 to CarMax’s Quarterly Report on Form 10-Q, filed January 6, 
2017 (File No. 1-31420), is incorporated by this reference. *
10.28
Consulting Agreement, dated September 29, 2021, between CarMax, Inc. and Edwin J. Hill, filed as 
Exhibit 10.2 to CarMax’s Quarterly Report on Form 10-Q, filed October 1, 2021 (File No. 1-31420), is 
incorporated by this reference. *
10.29
Form of CarMax, Inc. Amended and Restated Severance Agreement, dated December 1, 2023, between 
CarMax, Inc. and the persons listed at the end of such Agreement, filed as Exhibit 10.1 to CarMax's 
Quarterly Report on Form 10-Q, filed January 5, 2024 (File No. 1-31420), is incorporated by this 
reference.*
21.1
CarMax, Inc. Subsidiaries, filed herewith.
23.1
Consent of KPMG LLP, filed herewith.
87

24.1
Powers of Attorney, filed herewith.
31.1
Certification of the Chief Executive Officer Pursuant to Rule 13a-14(a), filed herewith.
31.2
Certification of the Chief Financial Officer Pursuant to Rule 13a-14(a), filed herewith
32.1
Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, filed herewith.
32.2
Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, filed herewith.
97.1
CarMax, Inc. Clawback Policy, effective December 1, 2023, filed herewith.*
101.INS
XBRL Instance Document.
101.SCH
XBRL Taxonomy Extension Schema Document.
101.SCH
XBRL Taxonomy Extension Schema Document.
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB
XBRL Taxonomy Extension Label Linkbase Document.
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document.
104
Cover Page Interactive File.
*  Indicates management contract, compensatory plan or arrangement of the company required to be filed as an exhibit.
Certain instruments defining rights of holders of long-term debt of the company are omitted pursuant to Item 601(b)(4)(iii) 
of Regulation S-K.  Upon request, the company agrees to furnish to the SEC copies of such instruments.
Item 16.  Form 10-K Summary.
None.
88

Signatures
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this 
report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
CarMax, Inc. 
By:
/s/   WILLIAM D. NASH         
 By:
/s/    ENRIQUE N. MAYOR-MORA         
 
William D. Nash
 
 
Enrique N. Mayor-Mora
 
President and Chief Executive Officer
 
 
Executive Vice President and Chief Financial Officer
 
April 15, 2024
 
 
April 15, 2024
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on 
behalf of the registrant and in the capacities and on the dates indicated:
/s/    WILLIAM D. NASH       
 
/s/    SHIRA  GOODMAN *    
William D. Nash
 
Shira Goodman
President, Chief Executive Officer and Director
 
Director
April 15, 2024
 
April 15, 2024
/s/    ENRIQUE N. MAYOR-MORA         
 
/s/    DAVID W. MCCREIGHT *    
Enrique N. Mayor-Mora
 
David W. McCreight
Executive Vice President and Chief Financial Officer
 
Director
April 15, 2024
 
April 15, 2024
 
/s/    JILL A. LIVESAY     
 
/s/    MARK F. O’NEIL *    
Jill A. Livesay
 
Mark F. O’Neil
Vice President and Chief Accounting Officer
 
Director
April 15, 2024
 
April 15, 2024
 
/s/    PETER J. BENSEN *    
 
/s/    PIETRO SATRIANO *    
Peter J. Bensen
 
Pietro Satriano
Director
 
Director
April 15, 2024
 
April 15, 2024
 
/s/    RONALD E. BLAYLOCK *    
 
/s/    MARCELLA SHINDER *       
Ronald E. Blaylock
 
Marcella Shinder
Director
 
Director
April 15, 2024
 
April 15, 2024
 
/s/    SONA CHAWLA *     
 
/s/    MITCHELL D. STEENROD *    
Sona Chawla
 
Mitchell D. Steenrod
Director
 
Director
April 15, 2024
 
April 15, 2024
 
/s/    THOMAS J. FOLLIARD *     
 
Thomas J. Folliard
 
Director
 
April 15, 2024
 
*By:
/s/    ENRIQUE N. MAYOR-MORA         
 
Enrique N. Mayor-Mora
 
Attorney-In-Fact
The original powers of attorney authorizing William D. Nash and Enrique N. Mayor-Mora, or either of them, to sign this annual 
report on behalf of certain directors of the company are included as Exhibit 24.1.  
89

 
 
91 
 
 BOARD OF DIRECTORS 
 
 
 
Thomas J. Folliard 
Shira Goodman (3) 
Mark F. O’Neil (1) (4) 
Non-Executive Chair of the Board 
Advisory Director 
Retired Chief Operating Officer 
Retired President and Chief Executive Officer 
Charlesbank Capital Partners 
 
Cox Automotive 
 
CarMax, Inc. 
Retired Chief Executive Officer  
 
 
 
Staples, Inc. 
Pietro Satriano (1) 
Peter J. Bensen (1) 
 
Retired Chief Executive Officer 
Retired Chief Administrative Officer and 
David W. McCreight (2) 
 
US Foods Holding Corp. 
Corporate EVP and Chief Financial Officer 
Retired Executive Chair and Chief  
 
 
McDonald’s Corporation 
Executive Officer 
Marcella Shinder (3) (4) 
 
Lulu’s 
Advisory Director 
Ronald E. Blaylock (2) 
Retired President 
Charlesbank Capital Partners 
Founder and Managing Partner  
 
Urban Outfitters, Inc. 
Retired Global Head of Partnerships 
 
GenNx360 Capital Partners 
 
 
WeWork Companies, Inc. 
Retired Chief Executive Officer  
William D. Nash 
 
 
Blaylock & Company 
President and Chief Executive Officer 
Mitchell D. Steenrod (3) 
 
 
CarMax, Inc. 
Lead Independent Director of the Board 
Sona Chawla (2) (4) 
 
Retired SVP and Chief Financial Officer 
Chief Growth and Innovation Officer 
 
 
Pilot Travel Centers LLC 
 
CDW Corporation 
 
 
 
 
 
 
Board of Directors Committee Membership:  (1)  Audit   (2) Compensation and Personnel   (3)  Nominating and Governance 
(4)  Technology and Innovation 
 
 
SENIOR MANAGEMENT TEAM 
 
William D. Nash 
  Diane L. Cafritz 
James Lyski 
President and Chief Executive Officer 
  EVP, Human Resources, General 
Counsel and Chief Compliance Officer 
EVP, Chief Innovation and Strategy Officer  
 
 
 
Enrique N. Mayor-Mora 
EVP, Chief Financial Officer 
Shamim Mohammad 
EVP, Chief Information and  
   Technology Officer 
 
C. Joseph Wilson 
EVP, Chief Operating Officer 
 
 
 
 
 
 
Craig Cronheim 
SVP, Chief Human Resources Officer 
 Jon G. Daniels 
 SVP, CarMax Auto Finance 
 
Sarah Lane 
SVP, Chief Marketing Officer 
 
 
 
 
Darren C. Newberry 
SVP, Store and CEC Execution 
 
 
 
 
 Chris Sloan 
 SVP, Service Operations and Logistics 
 
   
Tyler Tuite 
SVP, Chief Product Officer 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

CORPORATE & SHAREHOLDER INFORMATION 
HOME OFFICE
CarMax, Inc. 
12800 Tuckahoe Creek Parkway 
Richmond, Virginia 23238 
Telephone: (804) 747-0422
WEBSITE
www.carmax.com
ANNUAL SHAREHOLDERS’ MEETING
Tuesday, June 25, 2024, at 1:00 p.m. EST
CarMax will be hosting a virtual annual meeting in 2024. Share­
holders will be able to attend and participate, including voting 
shares and submitting questions, online. Information on how 
to participate can be found in CarMax’s Notice of 2024 Annual 
Meeting of Shareholders and Proxy Statement.
STOCK INFORMATION
CarMax, Inc. common stock is traded on the New York Stock 
Exchange under the ticker symbol KMX. 
As of February 29, 2024, there were approximately 2,600 
CarMax shareholders of record. This number excludes share-
holders holding stock under nominee security position listings.
TRANSFER AGENT AND REGISTRAR
Contact our transfer agent for questions regarding your stock 
certifi­cates, including changes of address, name or ownership; 
lost cer­tificates; or to consolidate multiple accounts.
Equiniti Trust Company, LLC 
55 Challenger Rd., Floor 2 
Ridgefield Park, NJ 07660 
Toll free: (866) 714-7297 
Via email: HelpAST@equiniti.com 
Website: https://equiniti.com/us/ast-access/individuals/
INDEPENDENT AUDITORS
KPMG LLP 
1021 East Cary Street, Suite 2000 
Richmond, Virginia 23219
FINANCIAL INFORMATION
For quarterly sales and earnings information, financial reports, 
filings with the Securities and Exchange Commission, news 
releases and other investor information, please visit our inves-
tor website at investors.carmax.com. Information may also be 
obtained from the Investor Relations Department at:
Email: investor_relations@carmax.com  
Telephone: (804) 747-0422, ext. 7865
CORPORATE GOVERNANCE INFORMATION
Copies of the CarMax Corporate Governance Guidelines, the 
Code of Business Conduct, and the charters for each of the 
Audit Committee, Nominating and Governance Committee, 
Compensation and Personnel Committee and Technology and 
Innovation Committee are available from our investor website, 
at investors.carmax.com, under the corporate governance  
tab. Alter­na­tively, shareholders may obtain, without charge, 
copies of these documents by writing to Investor Relations at 
the CarMax home office.
INVESTOR RELATIONS
Security analysts and investors are invited to contact:
David Lowenstein, Vice President, Investor Relations 
Telephone: (804) 747-0422, ext. 7865 
Email: investor_relations@carmax.com
GENERAL INFORMATION
Members of the media and others seeking general information 
about CarMax should contact:
Catherine Gryp, Director, Public Relations 
Telephone: (855) 887-2915 
Email: pr@carmax.com 
DESIGN: VIVO DESIGN, INC.
CARMAX CARES 
100+
PLAYGROUNDS  
BUILT WITH  
KABOOM
This year CarMax and The CarMax Foundation reached a milestone of investing more than $100 million 
to promote the wellbeing of our communities since 2003. The Foundation and KABOOM! also 
celebrated construction of our 100th playground in Riverside, CA. Associates from every CarMax 
location donated their time and talents to charitable causes across the country demonstrating our 
commitment to helping communities thrive by putting people first. To learn more about CarMax’s 
commitment to making a positive social impact, please visit socialresponsibility.carmax.com.

CARMAX, INC.
12800 TUCKAHOE CREEK PARKWAY
RICHMOND, VIRGINIA 23238
804 747 0422
WWW.CARMAX.COM