AUTOZONE INC — Director's Dealing 2020

Oct 30, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOZONE INC (AZO)
CIK: 0000866787
Period of Report: 2020-10-29

Reporting Person: GRIFFIN RONALD B (Sr. Vice President & CIO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-29	Common Stock	M	5162.0000	$425.1100	Acquired	5632.8645	Direct
2020-10-29	Common Stock	S	465.0000	$1141.0400	Disposed	5167.8645	Direct
2020-10-29	Common Stock	S	4697.0000	$1140.0400	Disposed	470.8645	Direct
2020-10-30	Common Stock	M	3538.0000	$425.1100	Acquired	4008.8645	Direct
2020-10-30	Common Stock	M	900.0000	$507.7900	Acquired	4908.8645	Direct
2020-10-30	Common Stock	S	900.0000	$1128.0000	Disposed	4008.8645	Direct
2020-10-30	Common Stock	S	3538.0000	$1128.0000	Disposed	470.8645	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-10-29	Non-Qualified Stock Option (right to buy)	$425.1100	M	5162.0000	Disposed	2023-10-02	Common Stock (5162.0000)	Direct
2020-10-30	Non-Qualified Stock Option (right to buy)	$507.7900	M	900.0000	Disposed	2024-09-24	Common Stock (900.0000)	Direct
2020-10-30	Non-Qualified Stock Option (right to buy)	$425.1100	M	3538.0000	Disposed	2023-10-02	Common Stock (3538.0000)	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 $1,141.00 -$1,141.33 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 $1140.00 -$1,140.64 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 October 1, 2014, 2015, 2016 and 2017, respectively.

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