[Form 3] AutoZone, Inc. Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Mary Denise McCullough filed an initial Form 3 disclosing ownership in AutoZone, Inc. (AZO). The filing reports 133.691 shares of Common Stock held directly and multiple non-qualified stock options exercisable between 09/26/2018 and 10/11/2034. Option grants listed range from 190 to 850 underlying shares with exercise prices shown between $587.13 and $3,129.78. The reporting person is SVP Supply Chain and the form is signed 09/03/2025.

Insights

Financial Analyst

Routine insider disclosure showing direct holdings and multiple option grants; no material change to capital structure.

The Form 3 documents initial beneficial ownership by an officer, listing a modest direct stake and a schedule of non-qualified stock options with staggered exercisability and varying strike prices. This is a standard Section 16 disclosure that informs investors of insider compensation and potential future share issuance upon exercise. There are no transactions or dispositions reported that would immediately affect share count.

Corporate Governance Expert

Standard governance filing; confirms officer status and equity-based compensation schedule.

The filing identifies the reporting person as SVP Supply Chain and provides transparency on equity incentives granted under company plans. Exercise schedules and prices are disclosed, aligning with typical award vesting provisions. The disclosure satisfies regulatory requirements but does not indicate any corporate governance concerns or unusual insider activity.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

McCullough Mary Denise

(Last) (First) (Middle)

123 SOUTH FRONT STREET

(Street)

MEMPHIS TN 38103

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/25/2025

3. Issuer Name and Ticker or Trading Symbol
AUTOZONE INC [ AZO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP Supply Chain

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	133.691	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	09/26/2018(1)	09/26/2027	Common Stock	450	$587.13	D
Non-Qualified Stock Option (right to buy)	09/25/2019(1)	09/25/2028	Common Stock	250	$772.8	D
Non-Qualified Stock Option (right to buy)	10/07/2020(1)	10/07/2029	Common Stock	675	$1,060.81	D
Non-Qualified Stock Option (right to buy)	10/07/2021(1)	10/07/2030	Common Stock	445	$1,139.99	D
Non-Qualified Stock Option (right to buy)	03/15/2022(2)	03/15/2031	Common Stock	190	$1,295.22	D
Non-Qualified Stock Option (right to buy)	10/15/2022(2)	10/05/2031	Common Stock	850	$1,651.22	D
Non-Qualified Stock Option (right to buy)	10/15/2023(2)	10/04/2032	Common Stock	756	$2,205.03	D
Non-Qualified Stock Option (right to buy)	10/06/2028(3)	10/06/2033	Common Stock	324	$2,549.04	D
Non-Qualified Stock Option (right to buy)	10/15/2024(2)	10/06/2033	Common Stock	714	$2,549.04	D
Non-Qualified Stock Option (right to buy)	10/15/2025(2)	10/11/2034	Common Stock	670	$3,129.78	D

Explanation of Responses:

1. Options granted in accordance with the Amended and Restated AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in annual, one-fourth increments beginning on the date shown.

2. Options granted in accordance with the AutoZone, Inc. 2020 Omnibus Incentive Award Plan and exercisable in annual, one-fourth increments beginning on the date shown.

3. Options granted in accordance with the AutoZone, Inc. 2020 Omnibus Incentive Award Plan and fully exercisable on the date shown.

Remarks:

ex24mcculloughpoa.txt

	/s/ Mary Denise McCullough	09/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What shares did Mary Denise McCullough report owning in AZO on the Form 3?

The filing reports 133.691 shares of AutoZone common stock held directly by Mary Denise McCullough.

What stock options were disclosed on the AZO Form 3?

The Form 3 lists multiple non-qualified stock options underlying between 190 and 850 shares each, with exercise prices from $587.13 to $3,129.78 and exercisability dates between 09/26/2018 and 10/11/2034.

What is the reporting person's role at AutoZone (AZO)?

The filing identifies the reporting person as an Officer, specifically SVP Supply Chain.

When was the Form 3 signed for the AZO disclosure?

The Form 3 is signed by Mary Denise McCullough on 09/03/2025.