CarMax Issues Statement on Engagement With Starboard Value

Core Viewpoint - CarMax's Board of Directors has received a notice from Starboard Value LP nominating two directors for election at the 2026 Annual Meeting of Shareholders, indicating ongoing engagement and discussions aimed at enhancing shareholder value [1] Group 1: Company Leadership and Strategy - CarMax has appointed Keith Barr as the new CEO, effective March 16, 2026, following a series of leadership changes including David McCreight as Interim President and CEO and Tom Folliard as Interim Executive Chair [1] - The Board is committed to improving business performance and has accelerated succession planning to ensure effective leadership [1] Group 2: Financial Performance and Operations - In the fiscal year ending February 28, 2025, CarMax sold approximately 790,000 used vehicles and 540,000 wholesale vehicles at auctions, while CarMax Auto Finance originated over $8 billion in auto loans, contributing to a nearly $18 billion portfolio [1] - The company has over 250 store locations and more than 28,000 associates, maintaining its position as the largest retailer of used autos in the U.S. [1] Group 3: Shareholder Engagement - CarMax's Board will present its recommendation on the proposed nominees from Starboard Value in due course, and shareholders are not required to take any action at this time [1] - The company plans to file a proxy statement with the SEC regarding the 2026 Annual Meeting, encouraging shareholders to read the materials when available for important information [2]