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[Form 4] O REILLY AUTOMOTIVE INC Insider Trading Activity

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

O'Reilly Automotive director John Raymond Murphy reported a new equity grant and updated holdings. He received a grant of 2,035 shares of common stock at $88.49 per share as a restricted share award, described as a grant or other acquisition rather than an open‑market purchase. The award vests in a single installment on May 13, 2027, meaning he must remain eligible through that date to receive the shares outright.

After this grant, Murphy holds 6,595 shares directly, including the 2,035 unvested restricted shares and 4,560 other directly held shares, and 8,125 shares indirectly in an IRA. The filing shows no open‑market buying or selling, indicating this is a compensation-related update to his ownership position.

Positive

  • None.

Negative

  • None.
Insider MURPHY JOHN RAYMOND
Role null
Type Security Shares Price Value
Grant/Award Common stock 2,035 $88.49 $180K
holding Common stock -- -- --
Holdings After Transaction: Common stock — 6,595 shares (Direct, null); Common stock — 8,125 shares (Indirect, Indirectly in an IRA.)
Footnotes (1)
  1. Represents a restricted share award, which vests in one installment on May 13, 2027. Total includes 2,035 unvested restricted share awards and 4,560 shares held directly by Mr. Murphy.
Restricted shares granted 2,035 shares Restricted share award to John Raymond Murphy
Grant price $88.49 per share Price per share for restricted stock award
Direct holdings after grant 6,595 shares Total direct O'Reilly Automotive shares held after transaction
Unvested restricted shares 2,035 shares Portion of direct holdings that is unvested restricted stock
Other direct shares 4,560 shares Directly held shares excluding unvested restricted award
Indirect IRA holdings 8,125 shares Shares held indirectly in an IRA
Vesting date May 13, 2027 Single vesting installment for restricted share award
restricted share award financial
"Represents a restricted share award, which vests in one installment on May 13, 2027."
A restricted share award is a grant of company stock given to an employee or executive that only becomes permanent ownership if certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of it as a gift locked in a box that opens when the rules are satisfied; for investors, these awards can dilute existing shares and signal management’s incentives and confidence in future performance.
unvested restricted share awards financial
"Total includes 2,035 unvested restricted share awards and 4,560 shares held directly by Mr. Murphy."
indirectly in an IRA financial
"Indirectly in an IRA."
grant, award, or other acquisition financial
"transaction_code_description: Grant, award, or other acquisition"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
MURPHY JOHN RAYMOND
(Last)(First)(Middle)
233 S. PATTERSON AVE
(Street)
SPRINGFIELD MISSOURI 65802
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
O REILLY AUTOMOTIVE INC [ ORLY ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common stock05/15/2026A2,035(1)A$88.496,595(2)D
Common stock8,125IIndirectly in an IRA.
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents a restricted share award, which vests in one installment on May 13, 2027.
2. Total includes 2,035 unvested restricted share awards and 4,560 shares held directly by Mr. Murphy.
/s/ John R. Murphy05/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did O REILLY AUTOMOTIVE INC (ORLY) director John Raymond Murphy report in this Form 4?

John Raymond Murphy reported receiving a grant of 2,035 shares of O'Reilly Automotive common stock. The filing also updates his total direct and indirect shareholdings, reflecting compensation-related equity rather than open‑market trading activity.

How many O REILLY AUTOMOTIVE (ORLY) shares did John Raymond Murphy acquire in this grant?

He acquired 2,035 shares through a restricted share award, priced at $88.49 per share. This is characterized as a grant or award, meaning it is part of his compensation package rather than an open‑market stock purchase.

When do John Raymond Murphy’s new restricted O REILLY AUTOMOTIVE (ORLY) shares vest?

The 2,035 restricted shares vest in one installment on May 13, 2027. Until that vesting date, they remain unvested awards subject to continued eligibility under the company’s equity compensation terms.

What are John Raymond Murphy’s total direct O REILLY AUTOMOTIVE (ORLY) holdings after this Form 4?

After the grant, Murphy directly holds 6,595 shares, including 2,035 unvested restricted shares and 4,560 other directly held shares. This reflects his updated direct equity stake as reported in the filing’s footnotes.

Does this O REILLY AUTOMOTIVE (ORLY) Form 4 show any open‑market stock purchases or sales?

The Form 4 does not show any open‑market purchases or sales. It reports a compensation-related restricted share grant and an updated holding entry, indicating no trading activity in the market during the reported period.

How many O REILLY AUTOMOTIVE (ORLY) shares does John Raymond Murphy hold indirectly?

He holds 8,125 O'Reilly Automotive shares indirectly in an IRA. This indirect position is reported separately from his direct holdings and reflects retirement-account ownership associated with him.