Approved by the Board September 2012

BEST BUY CO., INC.
COMPENSATION AND HUMAN RESOURCES COMMITTEE
CHARTER
Purpose
The Compensation and Human Resources Committee (“Committee”) of Best Buy Co., Inc.
(“Company”) is appointed by the Board of Directors (“Board”) to discharge the Board’s responsibilities relating to Executive Officer and Board member compensation, including the establishment of the Company’s executive and director compensation philosophies, preparation of a report as required by the Securities and Exchange Commission (“SEC”) to be included in the
Company’s annual proxy statement and evaluation of the Company’s Chief Executive Officer
(“CEO”). The Committee is also appointed to oversee the development and evaluation of, and to approve, equity-based and other incentive compensation and to oversee the Company’s human capital policies and programs.
Committee Membership
The Committee will be composed of at least three directors each of whom are independent as defined by the New York Stock Exchange listing standards. All Committee members will also be
“non-employee” directors as defined by Rule 16b-3 under the Securities Exchange Act of 1934 and “outside directors” as defined by Section 162(m) of the Internal Revenue Code. The
Committee members and Chairperson will be appointed by the Board pursuant to the recommendations of the nominating committee of the Board and may be removed by the Board in its discretion. The Committee will have authority to delegate any of its responsibilities to subcommittees as the Committee may deem appropriate, provided the subcommittees are composed entirely of independent directors.
Meetings
The Committee will meet periodically,, as circumstances require. All Committee members are expected to attend each meeting, in person or via tele- or video-conference. A majority of the
Committee will comprise a