Item 5.02.                Departure of Directors or Certain Officers;

Election of Directors; Appointment


                          of Certain Officers; Compensatory Arrangements of

Certain Officers.


                          On April 22, 2021, CarMax, Inc. (the "Company")

announced that Eric M. Margolin,


                          the Company's Executive Vice President, General

Counsel and Corporate Secretary,


                          informed the Company on April 20, 2021 of his

plan to retire from the Company


                          effective August 31, 2021.

                          In connection with Mr. Margolin's retirement, the

Company appointed Diane


                          Cafritz, currently serving as Senior Vice

President and Chief Human Resources


                          Officer, as Senior Vice President, Legal and

Chief Human Resources Officer. The


                          Company expects that Ms. Cafritz will succeed Mr.

Margolin as General Counsel


                          later this year. Further, the Company expects

that Mac Stuckey, currently


                          serving as Vice President, Deputy General Counsel

and Assistant Secretary, will


                          succeed Mr. Margolin as the Company's Corporate

Secretary.

Ms. Cafritz, 50, was promoted to Senior Vice

President and Chief Human Resources


                          Officer in 2017. Ms. Cafritz joined CarMax in

2003 as assistant general counsel


                          and progressively advanced within the department.

During her tenure in the


                          Company's legal department, Ms. Cafritz managed

commercial and consumer


                          litigation, was responsible for operational

regulatory guidance and led CarMax's


                          government affairs program. Prior to joining

CarMax, Ms. Cafritz was a partner


                          at McDermott, Will & Emery.

                          Mr. Stuckey, 47, joined CarMax in 2004 as

corporate counsel and has


                          progressively advanced within the department. He

was promoted to Vice President,


                          Deputy General Counsel and Assistant Secretary in

2015. Mr. Stuckey leads the


                          Company's corporate legal services team, with a

focus on corporate governance,


                          securities, capital markets, marketing,

intellectual property and commercial


                          transactional matters. Prior to joining CarMax,

Mr. Stuckey was a lawyer with


                          Hunton & Williams.

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