O’Reilly Automotive (ORLY) SVP awarded 3,368 stock options at $98.85

Rhea-AI Filing Summary

O’Reilly Automotive senior vice president receives new stock options grant. Carl David Wilbanks, SVP of Merchandise at O’Reilly Automotive, reported an award of 3,368 nonqualified employee stock options with an exercise price of $98.85 per share, granted on January 29, 2026.

The options relate to 3,368 shares of common stock and vest in four equal annual installments beginning January 29, 2027, and expire January 29, 2036. Following this grant, Wilbanks also directly holds 12,105 shares of O’Reilly Automotive common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider WILBANKS CARL DAVID

Role SVP OF MERCHANDISE

Type	Security	Shares	Price	Value
Grant/Award	Nonqualified employee stock options (right to buy)	3,368	$0.00	--
holding	Common stock	--	--	--

Holdings After Transaction: Nonqualified employee stock options (right to buy) — 3,368 shares (Direct); Common stock — 12,105 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^*

WILBANKS CARL DAVID

(Last) (First) (Middle)

233 S. PATTERSON AVE

(Street)

SPRINGFIELD MO 65802

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
O REILLY AUTOMOTIVE INC [ ORLY ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP OF MERCHANDISE

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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								12,105	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
Nonqualified employee stock options (right to buy)	$98.85	01/29/2026		A		3,368		01/29/2027(1)	01/29/2036	Common stock	3,368	$0	3,368	D

Explanation of Responses:

1. The options vest in four equal annual installments beginning on this date.

	/s/ C. David Wilbanks	02/02/2026
	** 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 O’Reilly Automotive (ORLY) report for Carl David Wilbanks?

O’Reilly Automotive reported a grant of 3,368 nonqualified employee stock options to SVP of Merchandise Carl David Wilbanks. The options were granted on January 29, 2026, and relate to 3,368 shares of common stock under the company’s equity compensation program.

What are the key terms of Carl David Wilbanks’ new O’Reilly (ORLY) stock options?

The grant covers 3,368 nonqualified employee stock options with a $98.85 exercise price per share. These options vest in four equal annual installments starting January 29, 2027, and expire on January 29, 2036, if not exercised earlier under the plan terms.

How many O’Reilly Automotive (ORLY) shares does Carl David Wilbanks own after this Form 4?

After the reported transactions, Carl David Wilbanks directly beneficially owns 12,105 shares of O’Reilly Automotive common stock. This figure reflects his direct holdings of the stock and is reported separately from his 3,368 granted stock options in the filing.

Is the O’Reilly (ORLY) Form 4 for Carl David Wilbanks a stock sale or an award?

The Form 4 reflects an award of nonqualified employee stock options rather than a sale of shares. It shows 3,368 derivative securities granted to Carl David Wilbanks, with no reported dispositions of either common stock or options on the January 29, 2026 transaction date.

When do Carl David Wilbanks’ O’Reilly (ORLY) stock options vest and expire?

The options begin vesting on January 29, 2027, in four equal annual installments according to the footnote. They have an expiration date of January 29, 2036, giving a ten-year term from the original grant date reported in the Form 4.

What role does Carl David Wilbanks hold at O’Reilly Automotive (ORLY)?

Carl David Wilbanks is an officer of O’Reilly Automotive serving as Senior Vice President of Merchandise. His status as an executive officer requires reporting equity-based awards and holdings, such as stock options and common stock positions, on Form 4 under SEC insider reporting rules.