CarMax 2015 Annual Report Download - page 79

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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 (“disclosure controls”) 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 U.S. Securities and Exchange Commission’s rules and forms. Disclosure
controls 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 the end of the period covered by this report, 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 28, 2015, 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.
Part III
With the exception of the information incorporated by reference from our 2015 Proxy Statement in Items 10, 11, 12,
13 and 14 of Part III of this Annual Report on Form 10-K, our 2015 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 Registrant” 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 2015 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 2015 Proxy Statement.
The information concerning compliance with Section 16(a) of the Securities Exchange Act of 1934 required by this
Item is incorporated by reference to the sub-section titled “CarMax Share Ownership - Section 16(a) Beneficial
Ownership Reporting Compliance” in our 2015 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 2015 Proxy
Statement.