AUTOZONE INC — Director's Dealing 2019

Dec 20, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOZONE INC (AZO)
CIK: 0000866787
Period of Report: 2019-12-19

Reporting Person: Hackney William R. (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-12-19	Common Stock	M	2954.0000	$587.1300	Acquired	3782.9158	Direct
2019-12-19	Common Stock	M	2100.0000	$744.6200	Acquired	5882.9158	Direct
2019-12-19	Common Stock	S	300.0000	$1222.3067	Disposed	5582.9158	Direct
2019-12-19	Common Stock	S	561.0000	$1225.0240	Disposed	5021.9158	Direct
2019-12-19	Common Stock	S	700.0000	$1223.5264	Disposed	4321.9158	Direct
2019-12-19	Common Stock	S	3493.0000	$1221.3071	Disposed	828.9158	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-12-19	Non-Qualified Stock Option (right to buy)	$587.1300	M	2954.0000	Disposed	2027-09-27	Common Stock (2954.0000)	Direct
2019-12-19	Non-Qualified Stock Option (right to buy)	$744.6200	M	2100.0000	Disposed	2025-10-07	Common Stock (2100.0000)	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 $1,222.28 -$1,222.34 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 $1,224.81 -$1,225.435 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 $1,223.505 -$1,224.415 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: 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 $1,221.21 -$1,222.01 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.

F5: Granted in accordance with the AutoZone, Inc. 2011 Equity Incentive Award Plan.

F6: Options exercisable in one-fourth increments on September 26, 2018, 2019, 2020 and 2021, respectively.

F7: Options exercisable in one-fourth increments on October 6, 2016, 2017, 2018 and 2019, respectively.