AutoZone Executive Nets $1.5M Profit from Stock Options as Shares Trade Near Records

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Rhea-AI Filing Summary

AutoZone Senior VP & CIO K. Michelle Borninkhof reported multiple transactions on June 20, 2025:

Exercised 750 non-qualified stock options at $1,519.62 per share (granted under the 2011 Equity Incentive Award Plan)
Sold 200 shares at $3,600.80 per share
Sold additional 550 shares at $3,595.80 per share

Following these transactions, Borninkhof holds 406 shares directly and retains 1,350 unexercised stock options expiring May 10, 2031. The options were originally granted with a four-year vesting schedule from 2022 to 2025. The transactions resulted in a significant reduction of direct share ownership from 1,156 to 406 shares, suggesting a profit-taking move after option exercise.

Insider Trade Summary

Exercise and Sale: 750 shares ($1.56M approx. pre-tax spread)

Exercise and Sale 4 txns

Insider Borninkhof K. Michelle

Role Senior Vice President & CIO

Sold 750 shs ($2.70M)

Approx. gross sale proceeds $2.70M

Approx. exercise cost $1.14M

Approx. pre-tax spread $1.56M

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (right to buy)	750	$0.00	$0.00
Exercise	Common Stock	750	$1,519.62	$1.14M
Sale	Common Stock	200	$3,600.80	$720K
Sale	Common Stock	550	$3,595.80	$1.98M

Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 1,350 shares (Direct); Common Stock — 406.0004 shares (Direct)

Footnotes (1)

F1. Options granted in accordance with the Amended and Restated AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on May 10, 2022, 2023, 2024, and 2025 respectively.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 06/23/2025 - 04:56 PM

FAQ

What insider trading activity occurred at AutoZone (AZO) on June 20, 2025?

AutoZone's Senior Vice President & CIO K. Michelle Borninkhof exercised 750 stock options at $1,519.62 per share and subsequently sold 750 shares - 200 shares at $3,600.80 and 550 shares at $3,595.80 per share.

How many AutoZone (AZO) shares does K. Michelle Borninkhof own after the June 2025 transactions?

After the reported transactions, K. Michelle Borninkhof directly owns 406.0004 shares of AutoZone common stock and retains 1,350 unexercised stock options.

What is the exercise price and expiration date of AZO stock options held by K. Michelle Borninkhof?

The non-qualified stock options have an exercise price of $1,519.62 per share and expire on May 10, 2031. These options were granted under AutoZone's Amended and Restated 2011 Equity Incentive Award Plan.

What was the vesting schedule for AZO stock options exercised in the June 2025 transaction?

The stock options vested in four equal annual installments on May 10 of 2022, 2023, 2024, and 2025, according to the terms of AutoZone's 2011 Equity Incentive Award Plan.

How much profit did the AZO executive make from the June 20, 2025 stock option exercise?

The executive made approximately $2,078.68 per share in profit (selling prices of $3,600.80 and $3,595.80 minus the exercise price of $1,519.62), resulting in a total profit of roughly $1.56 million from the 750 shares transaction.

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Borninkhof K. Michelle

(Last)

(First)

(Middle)

123 SOUTH FRONT STREET

(Street)

MEMPHIS

38103

(City)

(State)

(Zip)

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

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Senior Vice President & CIO

3. Date of Earliest Transaction (Month/Day/Year)
06/20/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/20/2025		M		750	A	$1,519.62	1,156.0004	D
Common Stock	06/20/2025		S		200	D	$3,600.8	956.0004	D
Common Stock	06/20/2025		S		550	D	$3,595.8	406.0004	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-Qualified Stock Option (right to buy)	$1,519.62	06/20/2025		M			750	⁽¹⁾	05/10/2031	Common Stock	750	$0.0000	1,350	D

Explanation of Responses:

1. Options granted in accordance with the Amended and Restated AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on May 10, 2022, 2023, 2024, and 2025 respectively.

	/s/ K. Michelle Borninkhof	06/23/2025
	** 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 4 (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.

Source: View Original Filing on SEC EDGAR