Oreilly Automotive Inc SEC Filings

O'Reilly Automotive (ORLY) executive David O'Reilly reported a share disposal in a Form 4 filing. On 11/21/2025, he disposed of 7,070 shares of common stock at a price of $100.43 per share. After this transaction, he beneficially owned 147,900 shares directly, which includes 4,230 unvested restricted share awards and 143,670 shares held in his own name.

He also reported indirect beneficial ownership of 3,214,615 shares. These indirect holdings include 1,440,527 shares held as trustee for his children, 173,745 shares held through his spouse, 1,600,000 shares held as trustee of Grantor Retained Annuity Trusts, and 343 shares held in the company's 401(k) plan. O'Reilly is listed as both a director and the Executive Chairman of the Board.

O’Reilly Automotive (ORLY) Executive Vice President and CFO Jeremy A. Fletcher reported an option exercise and share sale. On 11/18/2025, he exercised 3,795 nonqualified stock options with an exercise price of $18.15 per share, acquiring the same number of common shares. He then sold 3,795 common shares at a price of $100 per share on the same date. Following these transactions, he directly owned 35,876 common shares, with an additional 3,192 shares held indirectly in the company’s 401(k) plan. The options exercised were part of a grant that vested in four equal annual installments beginning on the original vesting date.

O’Reilly Automotive, Inc. announced that its Board of Directors has increased the authorization under its share repurchase program by an additional $2.0 billion, bringing the total program authorization to $29.75 billion. The new $2.0 billion portion of the authorization is effective for a three-year period beginning on November 18, 2025.

The company may repurchase shares from time to time in the open market through a broker-dealer at prevailing market prices, taking into account factors such as share price, corporate needs, and overall market conditions. The company is not obligated to repurchase a specific number of shares, and the program can be increased, modified, renewed, suspended, or terminated at any time without prior notice.

O’Reilly Automotive (ORLY) reported Q3 2025 results marked by solid growth and continued buybacks. Sales reached $4.71 billion, up 8% year over year, with gross profit of $2.44 billion and a 51.9% gross margin. Operating income rose to $976 million. Net income was $725.9 million, and diluted EPS increased to $0.85 from $0.76.

Comparable store sales increased 5.6% for the quarter, driven by higher average ticket values and stronger professional customer transactions. SG&A was $1.46 billion, or 31.1% of sales. The company opened 55 net new stores in the quarter and operated 6,406 stores in the U.S. and Puerto Rico, 107 in Mexico, and 25 in Canada as of September 30, 2025. O’Reilly repurchased 4.28 million shares for $420.0 million in Q3 and had $899 million remaining under its authorization at quarter end; from quarter end to November 7, it bought an additional 3.1 million shares for $302.3 million. Cash was $204.5 million and long‑term debt was $5.92 billion.

O’Reilly Automotive (ORLY) director John R. Murphy reported a sale of company stock. On 11/04/2025, he sold 3,125 shares of common stock at an average price of $92.6004 (Code S).

Following the transaction, his beneficial ownership is listed as 8,125 shares held indirectly in an IRA and 4,560 shares held directly. The direct total includes 1,965 unvested restricted share awards and 2,595 shares held directly, per the footnote.

O’Reilly Automotive, Inc. (ORLY) furnished a Form 8-K announcing it issued a press release with its 2025 third quarter earnings on October 22, 2025. The release is provided as Exhibit 99.1 under Item 2.02 (Results of Operations and Financial Condition). The company notes this information is furnished and not deemed filed under the Exchange Act.

Maria Sastre, a director of O'Reilly Automotive, reported a sale of 595 shares of the issuer's common stock on 08/13/2025 at a reported price of $102.315 per share. After the sale, Ms. Sastre beneficially owns 15,935 shares in total, comprising 13,970 shares held directly and 1,965 unvested restricted shares. The Form 4 is signed and dated 08/15/2025. No derivative transactions are reported on this form and no additional directives, amendments, or plan-based transactions are indicated in the filing.

C. David Wilbanks, Senior Vice President of Merchandise at O'Reilly Automotive, reported multiple transactions dated 08/13/2025 and signed 08/15/2025. The filing shows acquisitions of 13,485 and 75,000 non-derivative common shares (both marked with code M) at reported prices of $17.09 and $18.15 respectively, and a disposition of 88,485 common shares sold at $102.5376. Table II records two nonqualified employee stock options with exercise prices of $17.09 (13,485 options) and $18.15 (75,000 options); both are shown as acquired on 08/13/2025 with stated vesting that begins in four equal annual installments from the listed grant dates. The report shows 10,305 shares beneficially owned following the transactions.