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AUTOZONE INC Director's Dealing 2016

Aug 11, 2016

29936_dirs_2016-08-11_a375683c-2f39-44aa-b66d-94853f22d227.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOZONE INC (AZO)
CIK: 0000866787
Period of Report: 2016-08-11

Reporting Person: Newbern Thomas B (Exec. Vice President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-08-11 Common Stock M 11300.0000 $326.0000 Acquired 15976.9227 Direct
2016-08-11 Common Stock M 7050.0000 $371.4700 Acquired 23026.9227 Direct
2016-08-11 Common Stock M 4350.0000 $425.1100 Acquired 27376.9227 Direct
2016-08-11 Common Stock M 1975.0000 $507.7900 Acquired 29351.9227 Direct
2016-08-11 Common Stock M 125.0000 $326.0000 Acquired 29476.9227 Direct
2016-08-11 Common Stock S 1.0000 $801.6800 Disposed 29475.9227 Direct
2016-08-11 Common Stock S 600.0000 $801.1146 Disposed 28875.9227 Direct
2016-08-11 Common Stock S 16269.0000 $799.7767 Disposed 12606.9227 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-08-11 Incentive Stock Option (Right to Buy) $326.0000 M 125.0000 Disposed 2021-09-27 Common Stock (125.0000) Direct
2016-08-11 Non-Qualified Stock Option (right to buy) $507.7900 M 1975.0000 Disposed 2024-09-24 Common Stock (1975.0000) Direct
2016-08-11 Non-Qualified Stock Option (right to buy) $326.0000 M 11300.0000 Disposed 2021-09-28 Common Stock (11300.0000) Direct
2016-08-11 Non-Qualified Stock Option (right to buy) $371.4700 M 7050.0000 Disposed 2022-09-28 Common Stock (7050.0000) Direct
2016-08-11 Non-Qualified Stock Option (right to buy) $425.1100 M 4350.0000 Disposed 2023-10-02 Common Stock (4350.0000) Direct

Footnotes

F1: This 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 $800.69 - $801.66 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.

F2: This 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 $799.6633 - $800.66 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.

F3: Granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan.

F4: Options exercisable in one-fourth increments on September 27, 2012, 2013, 2014 and 2015, respectively.

F5: Options exercisable in one-fourth increments on September 23, 2015, 2016, 2017 and 2018, respectively.

F6: Options exercisable in one-fourth increments on September 27, 2013, 2014, 2015 and 2016, respectively.

F7: Options exercisable in one-fourth increments on October 1, 2014, 2015, 2016 and 2017, respectively.