AUTOZONE INC — Director's Dealing 2017

Dec 11, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOZONE INC (AZO)
CIK: 0000866787
Period of Report: 2017-12-08

Reporting Person: GILES WILLIAM T (Executive V.P. & CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-08	Common Stock	M	15800.0000	$142.7700	Acquired	24466.0286	Direct
2017-12-08	Common Stock	M	8400.0000	$130.7900	Acquired	32866.0286	Direct
2017-12-08	Common Stock	S	765.0000	$712.7443	Disposed	32101.0286	Direct
2017-12-08	Common Stock	S	6579.0000	$711.1967	Disposed	25522.0286	Direct
2017-12-08	Common Stock	S	16856.0000	$710.5408	Disposed	8666.0286	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-08	Non-Qualified Stock Option (right to buy)	$130.7900	M	8400.0000	Disposed	2018-09-23	Common Stock (8400.0000)	Direct
2017-12-08	Non-Qualified Stock Option (right to buy)	$142.7700	M	15800.0000	Disposed	2019-09-30	Common Stock (15800.0000)	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 $712.04 - $712.86 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 $711.00 - $711.95 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.

F3: 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 $710.000 - $710.8835 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.

F4: Granted in accordance with the AutoZone, Inc. 2006 Stock Option Plan.

F5: Options exercisable in one-fourth increments on September 22, 2009, 2010, 2011 and 2012, respectively.

F6: Options exercisable in one-fourth increments on September 29, 2010, 2011, 2012 and 2013, respectively.