SEC Form 4 · accession 0001225208-17-018378
AUTOZONE INC · AZO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William C Rhodes III
Officer — Chairman, President & CEO · Director
Period of report
Dec 6, 2017
Accepted (ET)
Dec 7, 2017 · 7:17 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000866787
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 6, 2017 | M | 79 | $142.77 | A | 11,464 | D | |
| Common Stock | Dec 6, 2017 | S | 79 | $707.18 | D | 11,385 | D | |
| Common Stock | Dec 7, 2017 | M | 26,421 | $142.77 | A | 37,806 | D | |
| Common Stock | Dec 7, 2017 | M | 700 | $228.20 | A | 38,506 | D | |
| Common Stock | Dec 7, 2017 | M | 500 | $142.77 | A | 39,006 | D | |
| Common Stock | Dec 7, 2017 | M | 400 | $326.00 | A | 39,406 | D | |
| Common StockF1 | Dec 7, 2017 | S | 3,183 | $703.378 | D | 36,223 | D | |
| Common StockF2 | Dec 7, 2017 | S | 6,962 | $701.6704 | D | 29,261 | D | |
| Common StockF3 | Dec 7, 2017 | S | 6,976 | $700.3664 | D | 22,285 | D | |
| Common StockF4 | Dec 7, 2017 | S | 9,300 | $702.4942 | D | 12,985 | D | |
| Common Stock | holding | — | — | — | 847 | I | As Custodian for Daughter | |
| Common Stock | holding | — | — | — | 847 | I | As Custodian for Son | |
| Common Stock | holding | — | — | — | 81 | I | As Trustee for Daughter's Trust | |
| Common Stock | holding | — | — | — | 81 | I | As Trustee for Son's trust | |
| Common Stock | holding | — | — | — | 4,376 | I | By GRAT | |
| Common Stock | holding | — | — | — | 12,000 | I | By GRAT #2 | |
| Common Stock | holding | — | — | — | 14,732 | I | By Trust for Wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F5,F6 | $142.77 | Dec 6, 2017 | M | 79 | D | — | Sep 30, 2019 | Common Stock | 79 | 26,421 | D |
| Incentive Stock Option (Right to Buy)F7,F8 | $326.00 | Dec 7, 2017 | M | 400 | D | — | Sep 27, 2021 | Common Stock | 400 | 0 | D |
| Incentive Stock Option (Right to Buy)F5,F6 | $142.77 | Dec 7, 2017 | M | 500 | D | — | Sep 29, 2019 | Common Stock | 500 | 0 | D |
| Incentive Stock Option (Right to Buy)F5,F9 | $228.20 | Dec 7, 2017 | M | 700 | D | — | Sep 29, 2020 | Common Stock | 700 | 0 | D |
| Non-Qualified Stock Option (right to buy)F5,F6 | $142.77 | Dec 7, 2017 | M | 26,421 | D | — | Sep 30, 2019 | Common Stock | 26,421 | 0 | D |
Explanation of responses
- F1This price represents the weighted average price per share of common Stock of AutoZone, Inc. (the "Issuer"), par value $0.01 per share (each a "Share"), of sales that were executed at prices ranging from $703.06 - $703.95 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
- F2This price represents the weighted average price per share of common Stock of AutoZone, Inc. (the "Issuer"), par value $0.01 per share (each a "Share"), of sales that were executed at prices ranging from $701.05 - $702.04 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
- F3This price represents the weighted average price per share of common Stock of AutoZone, Inc. (the "Issuer"), par value $0.01 per share (each a "Share"), of sales that were executed at prices ranging from $700.00 - $700.97 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
- F4This price represents the weighted average price per share of common Stock of AutoZone, Inc. (the "Issuer"), par value $0.01 per share (each a "Share"), of sales that were executed at prices ranging from $702.06 - $703.05 per Share. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of Shares sold at each price.
- F5Granted in accordance with the AutoZone, Inc. 2006 Stock Option Plan.
- F6Options exercisable in one-fourth increments on September 29, 2010, 2011, 2012 and 2013, respectively.
- F7Granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan.
- F8Options exercisable in one-fourth increments on September 27, 2012, 2013, 2014 and 2015, respectively.
- F9Options exercisable in one-fourth increments on September 29, 2011, 2012, 2013 and 2014, respectively.