[Form 4] O'Reilly Automotive, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Clean Harbors, Inc. (CLH) – Form 144 filing

• Securities for sale: 836 common shares, representing roughly 0.0016% of the 53,632,607 shares outstanding.
• Approximate market value: $195,323.04 based on figures supplied in the notice.
• Planned sale date & venue: 31 Jul 2025 on the NYSE through broker Morgan Stanley Smith Barney LLC, 1 New York Plaza, NY.
• Source of shares: Restricted stock acquired 21 May 2025 from the issuer; no indication the transfer was a gift.
• Prior 3-month activity: The filer reports “Nothing to Report,” indicating no other sales during that period.
• Certification: Signatory attests to having no undisclosed material adverse information and acknowledges Rule 10b5-1 requirements.

The document is a routine notice of intent to sell a modest number of insider-held shares. No financial performance data, guidance, or operational updates are included.

Positive

• Sale size is only 0.0016% of outstanding shares, indicating minimal dilution or market impact.
• No other insider sales reported in the past three months, suggesting no broader disposal trend.

Negative

• Filing signals insider intent to sell shares, which some investors may perceive negatively despite small volume.

Insights

Securities Analyst

TL;DR: 836-share Form 144 sale is immaterial to CLH’s float; neutral impact.

The filing discloses an insider’s plan to sell 836 common shares—worth about $195k—out of 53.6 million outstanding. At 0.0016% of float, the transaction is de minimis and unlikely to influence market liquidity or price. No other sales in the past three months reduces concerns over a pattern of disposition. Because the shares originate from recently vested restricted stock, this appears to be a standard liquidity move rather than a strategic shift. I view the disclosure as routine and non-impactful.

Corporate Governance Expert

TL;DR: Insider sale small, transparent, complies with Rule 144; governance stance neutral.

The notice satisfies Rule 144’s disclosure requirements: broker identified, sale window specified, and certification of no undisclosed MNPI. Absence of sales in the preceding quarter and the modest dollar amount mitigate governance red flags. Unless this sale coincides with other large disposals or negative news, it poses no material governance concern.

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^*

PERLMAN DANA

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
07/30/2025

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	07/30/2025		G		1,000	D	$99.38	15,320(1)	D
Common stock								1,500	I	Indirectly as trustee for reporting person's child.

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

Explanation of Responses:

1. Total includes 1,965 unvested restricted share awards and 13,355 shares held directly by Ms. Perlman.

	/s/ Dana M. Perlman	07/31/2025
	** 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.

FAQ

How many Clean Harbors (CLH) shares are being sold under this Form 144?

The insider plans to sell 836 common shares.

What is the estimated market value of the shares to be sold?

The filing lists an aggregate market value of approximately $195,323.04.

When is the planned sale date for the CLH shares?

The approximate sale date disclosed is July 31, 2025.

How large is this sale relative to Clean Harbors’ shares outstanding?

The 836 shares represent about 0.0016% of the 53,632,607 shares outstanding.

Which broker will execute the transaction?

The shares will be sold through Morgan Stanley Smith Barney LLC, Executive Financial Services.