{"url_path":"/sec/cik-0001259380/8-k/2026-06-11/item-8-01","section_key":"item-8-01","section_title":"Item 8.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-11","source_url":"https://www.sec.gov/Archives/edgar/data/1259380/0001193125-26-267424-index.html","accession_number":"0001193125-26-267424","cik":"0001259380","ticker":null,"issuer_name":"CARMAX AUTO FUNDING LLC","edgar_url":"https://www.sec.gov/Archives/edgar/data/1259380/0001193125-26-267424-index.html","primary_entity_key":"0001259380","primary_entity_name":"CARMAX AUTO FUNDING LLC"},"word_count":850,"has_tables":true,"body_markdown":"**Item 8.01.**\n\n**Other Events.**\n\nThe registrant has filed a final prospectus, dated June 9, 2026, setting forth a description of the collateral pool and the structure of $90,000,000\naggregate principal amount of the Class A-1 Asset-backed Notes (the “Class A-1 Notes”), $170,285,000 aggregate principal amount of the Class A-2 Asset-backed Notes (the “Class A-2 Notes”), $170,285,000 aggregate principal amount of the\nClass A-3 Asset-backed Notes (the “Class A-3 Notes”), $40,410,000 aggregate principal amount of the Class B Asset-backed Notes (the\n“Class B Notes”), $55,960,000 aggregate principal amount of the Class C Asset-backed Notes (the “Class C Notes”) and $48,190,000 aggregate principal amount of the Class D Asset-backed Notes (the\n“Class D Notes” and together with the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes,\nthe Class B Notes and the Class C Notes, other than the Retained Notes, the “Offered Notes”) and $24,870,000 aggregate principal amount of the Class E Asset-backed Notes (the “Class E Notes”, and together\nwith the Offered Notes and the Retained Notes, the “Notes”) issued by the Issuing Entity. At least five percent (5%) of each class of the Notes (the “Retained Notes”) will be retained by the registrant. Each of the Offered\nNotes is being offered publicly for sale. The Class E Notes are not being publicly offered for sale under the prospectus.\n\nOn the Issuance Date, the\nDepositor will enter into an Amended and Restated Trust Agreement, in substantially the form of which is filed as an exhibit hereto, with the Owner Trustee, relating to the Issuing Entity. On the Issuance Date, the Issuing Entity, as grantor trust\nseller, will enter into an Amended and Restated Grantor Trust Agreement, in substantially the form of which is filed as an exhibit hereto, with Wilmington Trust, National Association, as grantor trust trustee (the “Grantor Trust\nTrustee”), relating to CarMax Select Receivables Grantor Trust 2026-B (the “Grantor Trust”), a Delaware statutory trust created pursuant to that certain Grantor Trust Agreement, dated as of\nMay 6, 2026. On the Issuance Date, CarMax Business Services and the Depositor will enter into a Receivables Purchase Agreement, in substantially the form of which is filed as an exhibit hereto, pursuant to which specified motor vehicle retail\ninstallment sale contracts and related property will be sold by CarMax Business Services to the Depositor. On the Issuance Date, the Issuing Entity, the Grantor Trust, the Depositor and CarMax Business Services, as servicer (the\n“Servicer”), will enter into a Sale and Servicing Agreement, in substantially the form of which is filed as an exhibit hereto, pursuant to which motor vehicle retail installment sale contracts and related property will be transferred by\nthe Depositor to the Issuing Entity, and the Issuing Entity and the Grantor Trust will engage CarMax Business Services to service those assets. On the Issuance Date, the Issuing Entity and the Grantor Trust will enter into a Receivables Contribution\nAgreement, in substantially the form of which is filed as an exhibit hereto, pursuant to which motor vehicle retail installment sale contracts and related property will be transferred by the Issuing Entity to the Grantor Trust. On the Issuance Date,\nthe Issuing Entity will issue to the Depositor the Notes pursuant to an Indenture, in substantially the form of which is filed as an exhibit hereto, to be entered into between the Issuing Entity, the Grantor Trust and U.S. Bank Trust Company,\nNational Association, as indenture trustee (the “Indenture Trustee”). On the Issuance Date, the Issuing Entity, the Grantor Trust, the Indenture Trustee and CarMax Business Services, as administrator, will enter into an Administration\nAgreement, in substantially the form of which is filed as an exhibit hereto, pursuant to which the administrator agrees to perform certain duties and obligations of the Issuing Entity, the Grantor Trust, the Owner Trustee and the Grantor Trust\nTrustee under the transaction documents. On the Issuance Date, the Issuing Entity, the Grantor Trust, the Servicer and Clayton Fixed Income Services LLC, as asset representations reviewer (the “Asset Representations Reviewer”), will\nenter into an Asset Representations Review Agreement, in substantially the form of which is filed as an exhibit hereto, pursuant to which the Asset Representations Reviewer will agree to perform, upon satisfaction of certain trigger events, reviews\nof certain receivables for compliance with the representations and warranties made by CarMax Business Services and the Depositor about such receivables. On the Issuance Date, the Issuing Entity, the Servicer, the Indenture Trustee and U.S. Bank\nNational Association, as securities intermediary (the “Securities Intermediary”), will enter into a Securities Account Control Agreement, in substantially the form of which it is filed as an exhibit hereto.\n\nLegal opinions and a consent of Mayer Brown LLP are attached as Exhibit 5.1 and Exhibit 8.1. A legal opinion\nand consent of Richards, Layton & Finder, P.A., is attached as Exhibit 5.2.\n\nIn connection with the offering of the Offered Notes, the chief\nexecutive officer of the Registrant has made the certifications required by Paragraph I.B.1(a) of Form SF-3 attached as Exhibit 36.1. The certification is being filed on this Current Report to\nsatisfy the requirements of Item 601(b)(36) of Regulation S-K."}