SEC Form 4 · accession 0001225208-18-013799
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
Sep 27, 2018
Accepted (ET)
Sep 28, 2018 · 4:11 pm EDT
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 | Sep 27, 2018 | M | 23,700 | $228.20 | A | 37,918 | D | |
| Common StockF1 | Sep 27, 2018 | S | 200 | $784.615 | D | 37,718 | D | |
| Common StockF2 | Sep 27, 2018 | S | 300 | $787.64 | D | 37,418 | D | |
| Common StockF3 | Sep 27, 2018 | S | 780 | $782.6205 | D | 36,638 | D | |
| Common StockF4 | Sep 27, 2018 | S | 820 | $783.3105 | D | 35,818 | D | |
| Common StockF5 | Sep 27, 2018 | S | 1,010 | $781.3832 | D | 34,808 | D | |
| Common StockF6 | Sep 27, 2018 | S | 1,287 | $785.9574 | D | 33,521 | D | |
| Common StockF7 | Sep 27, 2018 | S | 1,500 | $775.2693 | D | 32,021 | D | |
| Common StockF8 | Sep 27, 2018 | S | 1,607 | $786.9064 | D | 30,414 | D | |
| Common StockF9 | Sep 27, 2018 | S | 1,825 | $776.4869 | D | 28,589 | D | |
| Common StockF10 | Sep 27, 2018 | S | 2,224 | $777.5705 | D | 26,365 | D | |
| Common StockF11 | Sep 27, 2018 | S | 2,944 | $780.4961 | D | 23,421 | D | |
| Common StockF12 | Sep 27, 2018 | S | 4,246 | $778.4366 | D | 19,175 | D | |
| Common StockF13 | Sep 27, 2018 | S | 4,957 | $779.4888 | D | 14,218 | 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 | — | — | — | 6,342 | I | By GRAT #2 | |
| Common Stock | holding | — | — | — | 11,000 | I | By GRAT #3 | |
| Common Stock | holding | — | — | — | 11,290 | 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)F14,F15 | $228.20 | Sep 27, 2018 | M | 23,700 | D | — | Sep 30, 2020 | Common Stock | 23,700 | 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 $784.45 - $784.78 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.
- F10This 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 $777.00 - $777.98 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.
- F11This 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 $780.02 - $781.00 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.
- F12This 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 $778.00 - $778.98 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.
- F13This 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 $779.005 - $779.99 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.
- F14Granted in accordance with the AutoZone, Inc. 2006 Stock Option Plan.
- F15Options exercisable in one-fourth increments on September 29, 2011, 2012, 2013 and 2014, respectively.
- 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 $787.52 - $787.72 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 $782.08 - $783.00 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 $783.11 - $783.715 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.
- F5This 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 $781.03 - $781.99 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.
- F6This 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 $785.50 - $786.44 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.
- F7This 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 $775.00 - $775.905 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.
- F8This 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 $786.51 - $787.49 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.
- F9This 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 $776.00 - $776.93 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.