AutoZone (NYSE: AZO) SVP exercises options, sells 3,190 shares

Rhea-AI Filing Summary

AutoZone senior vice president Richard Craig Smith reported an option exercise and stock sale. On January 16, 2026, he exercised 3,190 non-qualified stock options with an exercise price of $744.85 per share, receiving the same number of AutoZone common shares. These options were granted under the AutoZone, Inc. 2011 Equity Incentive Award Plan and were scheduled to vest in one-fourth annual increments beginning on September 24, 2017, with an expiration date of September 24, 2026.

On the same day, Smith sold 3,190 shares of common stock at a reported price of $3,500.00 per share. After these transactions, he directly owned 2,626.7733 AutoZone common shares. No derivative securities from this option grant remained beneficially owned following the exercise.

Insider Trade Summary

Net Seller: 3,190 shares ($11,165,000)

Net Sell 3 txns

Insider Smith Richard Craig

Role Sr. Vice President

Sold 3,190 shs ($11.16M)

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (right to buy)	3,190	$0.00	--
Exercise	Common Stock	3,190	$744.85	$2.38M
Sale	Common Stock	3,190	$3,500.00	$11.16M

Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 0 shares (Direct); Common Stock — 5,816.773 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Smith Richard Craig

(Last) (First) (Middle)

123 SOUTH FRONT STREET

(Street)

MEMPHIS TN 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)
	Sr. Vice President

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/16/2026		M		3,190	A	$744.85	5,816.7733	D
Common Stock	01/16/2026		S		3,190	D	$3,500	2,626.7733	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-Qualified Stock Option (right to buy)	$744.85	01/16/2026		M			3,190	(1)	09/24/2026	Common Stock	3,190	$0.0000	0.0000	D

Explanation of Responses:

1. Options granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in annual, one-fourth increments beginning on September 24, 2017.

	/s/ Richard Craig Smith	01/20/2026
	** 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.

FAQ

What insider transaction did AutoZone (AZO) report for Richard Craig Smith?

AutoZone (AZO) reported that senior vice president Richard Craig Smith exercised 3,190 non-qualified stock options and sold 3,190 shares of common stock on January 16, 2026.

How many AutoZone (AZO) shares does Richard Craig Smith own after this transaction?

Following the reported exercise and sale on January 16, 2026, Richard Craig Smith directly owned 2,626.7733 shares of AutoZone common stock.

What was the exercise price of the AutoZone (AZO) stock options used by Richard Craig Smith?

The exercised non-qualified stock options had an exercise price of $744.85 per share for 3,190 underlying shares of AutoZone common stock.

At what price did Richard Craig Smith sell AutoZone (AZO) shares in this filing?

The filing reports that Richard Craig Smith sold 3,190 shares of AutoZone common stock at a price of $3,500.00 per share on January 16, 2026.

What plan governed the stock options exercised by the AutoZone (AZO) executive?

The options exercised by Richard Craig Smith were granted under the AutoZone, Inc. 2011 Equity Incentive Award Plan and vested in annual one-fourth increments beginning on September 24, 2017.

Does Richard Craig Smith still hold any of the reported AutoZone (AZO) stock options?

After exercising 3,190 non-qualified stock options on January 16, 2026, the filing shows 0.0000 derivative securities remaining from that option grant.