AUTOZONE INC — Director's Dealing 2020

Apr 2, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTOZONE INC (AZO)
CIK: 0000866787
Period of Report: 2020-03-31

Reporting Person: RHODES WILLIAM C III (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-31	Common Stock	A	70.0000	$846.0000	Acquired	24086.2486	Direct
2020-03-31	Common Stock	A	12.0000	$0.0000	Acquired	24098.2486	Direct
2020-03-02	Common Stock	G	3283.0000	$0.0000	Disposed	0.0000	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	847.0000	Indirect
Common Stock	1682.0000	Indirect
Common Stock	1681.0000	Indirect
Common Stock	8685.0000	Indirect
Common Stock	5000.0000	Indirect

Footnotes

F1: Acquired pursuant to AutoZone, Inc. Sixth Amended and Restated Executive Stock Purchase Plan.

F2: On March 1, 2018, the reporting person contributed 11,000 shares of common stock to a grantor retained annuity trust ("GRAT #3") for the benefit of himself and his two children. 3,702 shares were previously returned to the reporting person in the form of a scheduled annuity payment under the terms of GRAT #3. Upon termination of GRAT #3 on March 2, 2020, 3,283 shares were transferred from GRAT #3 to trusts of the reporting person's children. The remaining 4,015 shares were transferred to the reporting person and are reported as directly owned.

F3: On March 13, 2020, the reporting person contributed 5,000 shares of common stock to a grantor retained annuity trust ("GRAT #4") for the benefit of himself and his two children. These shares were previously distributed to the reporting person and were reported as directly beneficially owned.