AutoZone Officer Files Form 4 Showing Purchases, Option Entries and Sales on 09/24/2025

Rhea-AI Filing Summary

J. Scott Murphy, Vice President, Controller of AutoZone, Inc. (AZO), reported multiple transactions dated 09/24/2025. The filing shows two non-derivative acquisitions: 1,660 shares at a weighted price of $587.13 and 1,200 shares at $744.85. The report also records a series of small open-market sales across that same date, sequentially reducing direct beneficial ownership from 4,103.6799 shares to 1,243.6799 shares after the last reported sale. Table II discloses two non-qualified stock option entries tied to exercise prices of $744.85 (1,200 option units) and $587.13 (1,660 option units) with the amounts of underlying common stock noted in the filing. The report is signed and dated 09/25/2025.

Insights

Financial Analyst

TL;DR: Insider purchased 2,860 shares and executed option-related activity while executing numerous small sales, leaving ~1,244 shares owned.

The filing documents contemporaneous buy and sell activity by an AutoZone officer on 09/24/2025. Material facts: acquisitions of 1,660 shares at $587.13 and 1,200 shares at $744.85, plus a sequence of small sales that reduced direct holdings to 1,243.6799 shares. Table II lists two non-qualified stock option line items aligning with the same share quantities and strike prices. For an analyst, the net effect is a reduction in reported direct ownership despite the acquisitions; the filing does not disclose motivations, tax-related exercises, or whether sales funded acquisitions.

Corporate Governance Expert

TL;DR: Form 4 shows routine officer transactions including option-related entries and numerous small open-market sales with a final reduced ownership stake.

From a governance perspective, this is a standard Section 16 disclosure: the filer is a named officer and reported both purchases and sales on a single date. The record includes explanatory weighted-average sale prices for multiple trades, and the signature certifies accuracy. The filing contains no indication of related-party transactions, 10b5-1 plans, or other governance notes; those items are not present in the document.

Insider Trade Summary

Exercise and Sale: 2,860 shares ($10.07M approx. pre-tax spread)

Exercise and Sale 22 txns

Insider Murphy John Scott

Role Vice President, Controller

Sold 2,860 shs ($11.94M)

Approx. gross sale proceeds $11.94M

Approx. exercise cost $1.87M

Approx. pre-tax spread $10.07M

Type	Security	Shares	Price	Value
Exercise	Non-Qualified Stock Option (right to buy)	1,200	$0.00	$0.00
Exercise	Non-Qualified Stock Option (right to buy)	1,660	$0.00	$0.00
Exercise	Common Stock	1,660	$587.13	$975K
Exercise	Common Stock	1,200	$744.85	$894K
Sale	Common Stock	13	$4,115.33	$53K
Sale	Common Stock	25	$4,178.87	$104K
Sale	Common Stock	34	$4,183.83	$142K
Sale	Common Stock	60	$4,168.20	$250K
Sale	Common Stock	107	$4,182.01	$447K
Sale	Common Stock	114	$4,228.01	$482K
Sale	Common Stock	120	$4,109.26	$493K
Sale	Common Stock	182	$4,205.01	$765K
Sale	Common Stock	192	$4,222.85	$811K
Sale	Common Stock	200	$4,220.22	$844K
Sale	Common Stock	200	$4,218.95	$844K
Sale	Common Stock	200	$4,197.16	$839K
Sale	Common Stock	200	$4,193.64	$839K
Sale	Common Stock	200	$4,175.20	$835K
Sale	Common Stock	200	$4,130.01	$826K
Sale	Common Stock	200	$4,088.44	$818K
Sale	Common Stock	300	$4,105.55	$1.23M
Sale	Common Stock	313	$4,208.03	$1.32M

Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 0 shares (Direct); Common Stock — 1,243.6799 shares (Direct)

Footnotes (15)

1. F1. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,115.15 - $4,115.49 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
2. F2. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,168.19 - $4,168.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
3. F3. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,181.20 - $4,182.15 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
4. F4. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,228.00 - $4,228.01 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
5. F5. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,109.26 - $4,109.27 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
6. F6. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,205.00 - $4,205.01 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
7. F7. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,222.70 - $4,223.14 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
8. F8. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,220.00 - $4,220.43 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
9. F9. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,196.95 - $4,197.36 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
10. F10. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,175.19 - $4,175.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
11. F11. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,130.00 - $4,130.10 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
12. F12. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,105.22 - $4,106.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
13. F13. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,207.56 - $4,208.52 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
14. F14. Options granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on September 23, 2017, 2018, 2019 and 2020, respectively.
15. F15. Options granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on September 26, 2018, 2019, 2020 and 2021, respectively.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 09/26/2025 - 04:50 PM Learn about SEC filing dates

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).

1. Name and Address of Reporting Person^*

Murphy John Scott

(Last) (First) (Middle)

123 S. FRONT ST

(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)
	Vice President, Controller

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/24/2025		M		1,660	A	$587.13	2,903.6799	D
Common Stock	09/24/2025		M		1,200	A	$744.85	4,103.6799	D
Common Stock	09/24/2025		S		13	D	$4,115.33(1)	4,090.6799	D
Common Stock	09/24/2025		S		25	D	$4,178.87	4,065.6799	D
Common Stock	09/24/2025		S		34	D	$4,183.83	4,031.6799	D
Common Stock	09/24/2025		S		60	D	$4,168.2(2)	3,971.6799	D
Common Stock	09/24/2025		S		107	D	$4,182.01(3)	3,864.6799	D
Common Stock	09/24/2025		S		114	D	$4,228.01(4)	3,750.6799	D
Common Stock	09/24/2025		S		120	D	$4,109.26(5)	3,630.6799	D
Common Stock	09/24/2025		S		182	D	$4,205.01(6)	3,448.6799	D
Common Stock	09/24/2025		S		192	D	$4,222.85(7)	3,256.6799	D
Common Stock	09/24/2025		S		200	D	$4,220.22(8)	3,056.6799	D
Common Stock	09/24/2025		S		200	D	$4,218.95	2,856.6799	D
Common Stock	09/24/2025		S		200	D	$4,197.16(9)	2,656.6799	D
Common Stock	09/24/2025		S		200	D	$4,193.64	2,456.6799	D
Common Stock	09/24/2025		S		200	D	$4,175.2(10)	2,256.6799	D
Common Stock	09/24/2025		S		200	D	$4,130.01(11)	2,056.6799	D
Common Stock	09/24/2025		S		200	D	$4,088.44	1,856.6799	D
Common Stock	09/24/2025		S		300	D	$4,105.55(12)	1,556.6799	D
Common Stock	09/24/2025		S		313	D	$4,208.03(13)	1,243.6799	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	09/24/2025		M			1,200	(14)	09/23/2026	Common Stock	1,200	$0.0000	0.0000	D
Non-Qualified Stock Option (right to buy)	$587.13	09/24/2025		M			1,660	(15)	09/26/2027	Common Stock	1,660	$0.0000	0.0000	D

Explanation of Responses:

1. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,115.15 - $4,115.49 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

2. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,168.19 - $4,168.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

3. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,181.20 - $4,182.15 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

4. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,228.00 - $4,228.01 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

5. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,109.26 - $4,109.27 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

6. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,205.00 - $4,205.01 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

7. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,222.70 - $4,223.14 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

8. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,220.00 - $4,220.43 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

9. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,196.95 - $4,197.36 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

10. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,175.19 - $4,175.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

11. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,130.00 - $4,130.10 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

12. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,105.22 - $4,106.20 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

13. This price represents the weighted average price per Share, of Issuer, of sales that were executed at prices ranging from $4,207.56 - $4,208.52 per Share. The Reporting Person undertakes to provide, upon request by the SEC staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.

14. Options granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on September 23, 2017, 2018, 2019 and 2020, respectively.

15. Options granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan and exercisable in one-fourth increments on September 26, 2018, 2019, 2020 and 2021, respectively.

	/s/ J. Scott Murphy	09/25/2025
	** 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.