AutoZone to issue $850M 4.950% notes due 2031

AutoZone, Inc. entered into an underwriting agreement to issue and sell $850,000,000 aggregate principal amount of 4.950% Notes due 2031 to a syndicate of underwriters led by BofA Securities, J.P.

Rhea-AI Filing Summary

AutoZone, Inc. entered into an underwriting agreement to issue and sell $850,000,000 aggregate principal amount of 4.950% Notes due 2031 to a syndicate of underwriters led by BofA Securities, J.P. Morgan Securities, Truist Securities and U.S. Bancorp Investments.

The agreement includes customary representations, warranties, closing conditions, indemnification and termination provisions. Some of the underwriters or their affiliates also provide AutoZone with financial advisory, commercial banking, investment banking and revolving credit facility services for customary fees.

Insights

Credit markets analyst

AutoZone is locking in $850M of fixed-rate debt maturing in 2031.

AutoZone is issuing $850,000,000 of 4.950% Notes due 2031 under a standard underwriting agreement with major banks. This adds a defined-maturity, fixed-rate layer to its capital structure, using well-known investment banks as underwriters.

The syndicate includes BofA Securities, J.P. Morgan Securities, Truist Securities and U.S. Bancorp Investments, some of which already provide revolving credit facilities and advisory services. Terms such as indemnification, closing conditions and termination rights are described as customary for this type of financing.

Actual impact will depend on how AutoZone balances this new debt against existing borrowings and future cash generation, details that would typically appear in broader financial disclosures beyond this agreement description.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Notes offering size: $850,000,000 aggregate principal amount Coupon rate: 4.950% Maturity: 2031 +1 more

4 metrics

Notes offering size $850,000,000 aggregate principal amount 4.950% Notes due 2031 under underwriting agreement

Coupon rate 4.950% Interest rate on Notes due 2031

Maturity 2031 Maturity year of 4.950% Notes

Exhibit 1.1 Underwriting Agreement dated July 7, 2026 Filed as exhibit describing notes offering terms

Key Terms

Underwriting Agreement, aggregate principal amount, 4.950% Notes due 2031, revolving credit facilities, +1 more

5 terms

Underwriting Agreement financial

"AutoZone, Inc. entered into an underwriting agreement by and among the Company and BofA Securities, Inc., J.P. Morgan Securities LLC, Truist Securities, Inc., and U.S. Bancorp Investments, Inc."

An underwriting agreement is a contract where a company selling new stocks or bonds hires financial firms to buy those securities and resell them to investors. It matters because the agreement sets the offering price, number of securities, fees and which party bears the risk if sales fall short—think of it as a promise that the sale will happen and a roadmap investors can use to understand how the new securities reach the market.

aggregate principal amount financial

"the Underwriters agreed to purchase, $850,000,000 aggregate principal amount of the Company’s 4.950% Notes due 2031"

The aggregate principal amount is the total amount of money borrowed through a bond or loan that the borrower promises to repay. It’s like the original price tag on a loan or bond, showing how much money is involved in the deal. This number matters because it indicates the size of the debt and helps investors understand the scale of the borrowing.

4.950% Notes due 2031 financial

"purchase, $850,000,000 aggregate principal amount of the Company’s 4.950% Notes due 2031"

revolving credit facilities financial

"Certain of the Underwriters or their affiliates are lenders and/or agents under the Company’s existing revolving credit facilities."

A revolving credit facility is a bank-backed borrowing arrangement that lets a company draw, repay and redraw funds up to an agreed limit, much like a business credit card. It matters to investors because it provides flexible short-term cash for operations, growth or emergencies without issuing new shares; the size, cost and attached conditions affect a company’s financial health, liquidity and risk profile.

indemnification rights financial

"The Underwriting Agreement contains customary representations, warranties and agreements of the Company and customary conditions to closing, indemnification rights and obligations of the parties and termination provisions."

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What type of debt did AutoZone (AZO) agree to issue?

AutoZone agreed to issue 4.950% Notes due 2031 with an aggregate principal amount of $850,000,000. These fixed-rate notes add long-term debt financing through an underwriting group of major investment banks.

How large is AutoZone's new notes offering described in this 8-K?

The offering totals $850,000,000 in aggregate principal amount of 4.950% Notes due 2031. This sizable issuance provides long-term funding at a fixed interest rate under customary underwriting terms and conditions.

Who are the lead underwriters for AutoZone's 4.950% Notes due 2031?

BofA Securities, J.P. Morgan Securities, Truist Securities and U.S. Bancorp Investments act as representatives of the several underwriters. Their roles include purchasing the notes from AutoZone and distributing them to investors under customary underwriting arrangements.

What are the key terms of AutoZone's underwriting agreement for the new notes?

The underwriting agreement covers AutoZone’s 4.950% Notes due 2031 and includes customary representations, warranties, closing conditions, indemnification provisions and termination rights. It governs the sale of $850,000,000 aggregate principal amount of notes to the underwriters.

Do the underwriters have other relationships with AutoZone (AZO)?

Yes. Certain underwriters or their affiliates have provided and may continue providing financial advisory, commercial banking and investment banking services. Some are also lenders and/or agents under AutoZone’s existing revolving credit facilities, receiving customary fees and expense reimbursements.

Where can investors find the full terms of AutoZone's notes underwriting agreement?

The complete underwriting agreement is filed as Exhibit 1.1. It contains the detailed legal terms, including representations, covenants, closing conditions, indemnification provisions and termination rights covering AutoZone’s 4.950% Notes due 2031 issuance.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 07/09/2026 - 05:20 PM Learn about SEC filing dates

false 0000866787 0000866787 2026-07-07 2026-07-07 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 7, 2026

AUTOZONE, INC.

(Exact name of registrant as specified in its charter)

Nevada	1-10714	62-1482048
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

123 South Front Street

Memphis, Tennessee 38103

(Address of Principal Executive Offices) (Zip Code)

(901) 495-6500

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		AZO		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01. Entry into a Material Definitive Agreement.

On July 7, 2026, AutoZone, Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”), by and among the Company and BofA Securities, Inc., J.P. Morgan Securities LLC, Truist Securities, Inc., and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein (the “Underwriters”), pursuant to which the Company agreed to issue and sell to the Underwriters, and the Underwriters agreed to purchase, $850,000,000 aggregate principal amount of the Company’s 4.950% Notes due 2031 (the “Notes”). The Underwriting Agreement contains customary representations, warranties and agreements of the Company and customary conditions to closing, indemnification rights and obligations of the parties and termination provisions. The description of the Underwriting Agreement is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1.

Certain of the Underwriters or their respective affiliates have, from time to time, performed, and may in the future perform, various financial advisory, commercial banking and investment banking services for the Company and its affiliates, for which they received or will receive customary fees and expense reimbursement. Certain of the Underwriters or their affiliates are lenders and/or agents under the Company’s existing revolving credit facilities.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
1.1		Underwriting Agreement, dated July 7, 2026, by and among the Company and BofA Securities, Inc., J.P. Morgan Securities LLC, Truist Securities, Inc., and U.S. Bancorp Investments, Inc., as representatives of the several underwriters named therein.
104		Cover Page Interactive Date File (embedded within the Inline XBRL document).

 SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AUTOZONE, INC.
Date: July 9, 2026	By:	/s/ Jamere Jackson
		Jamere Jackson
		Chief Financial Officer

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-1.1 EXHIBIT 1.1 199.9 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB