AZO 10-K Annual Report Aug. 25, 2018 | Alphaminr

AZO 10-K Fiscal year ended Aug. 25, 2018

AUTOZONE INC
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.2 Seventh Amended and RestatedBy-Lawsof AutoZone, Inc. Incorporated by reference to Exhibit 3.1 to the Current Report on Form8-Kdated March19, 2018. 4.1 Indenture dated as of August8, 2003, between AutoZone, Inc. and Bank One Trust Company, N.A. Incorporated by reference to Exhibit 4.1 to the Registration Statement on FormS-3(No.333-107828)filed August11, 2003. 4.2 Officers Certificate dated August4, 2008, pursuant to Section3.2 of the Indenture dated August11, 2003, setting forth the terms of the 7.125% Senior Notes due 2018. Incorporated by reference to Exhibit 4.2 to the Current Report on Form8-Kdated August4, 2008. 4.3 Form of 7.125% Senior Note due 2018. Incorporated by reference from the Form8-Kdated August4, 2008. 4.4 Officers Certificate dated November15, 2010, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 4.000% Notes due 2020. Incorporated by reference to 4.1 to the Current Report on Form8-Kdated November15, 2010. 4.5 Form of 4.000% Senior Note due 2020. Incorporated by reference from the Form8-Kdated November15, 2010. 4.6 Officers Certificate dated April24, 2012, pursuant to section 3.2 of the indenture dated August8, 2003, setting forth the terms of the 3.700% Senior Notes due 2022. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated April24, 2012. 4.7 Form of 3.700% Senior Notes due 2022. Incorporated by reference from the Form8-Kdated April24, 2012 4.8 Officers Certificate dated November13, 2012, pursuant to section 3.2 of the indenture dated August8, 2003, setting forth the terms of the 2.875% Senior Notes due 2023. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated November13, 2012. 4.9 Form of 2.875% Senior Notes due 2023. Incorporated by reference from the Form8-Kdated November13, 2012. 4.10 Officers Certificate dated April29, 2013, pursuant to section 3.2 of the indenture dated August8, 2003, setting forth the terms of the 3.125% Senior Notes due 2023. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated April29, 2013. 4.11 Form of 3.125% Senior Notes due 2023. Incorporated by reference to Exhibit 4.2 to the Form8-Kdated April29, 2013. 4.12 Officers Certificate dated April29, 2015, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 2.500% Senior Notes due 2021. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated April29, 2015. 4.13 Form of 2.500% Note dated 2021. Incorporated by reference to Exhibit 4.3 to the Current Report on Form8-Kdated April29, 2015. 4.14 Officers Certificate dated April29, 2015, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 3.250% Senior Notes due 2025. Incorporated by reference to Exhibit 4.2 to the Current Report on Form8-Kdated April29, 2015. 4.15 Form of 3.250% Note due 2025. Incorporated by reference to Exhibit 4.4 to the Current Report on Form8-Kdated April29, 2015. 4.16 Officers Certificate dated April21, 2016, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 1.625% Senior Notes due 2019. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated April21, 2016. 4.17 Form of 1.625% Senior Notes due 2019. Incorporated by reference to Exhibit 4.3 to the Current Report on Form8-Kdated April21, 2016. 4.18 Officers Certificate dated April21, 2016, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 3.125% Senior Notes due 2026. Incorporated by reference to Exhibit 4.2 to the Current Report on Form8-Kdated April21, 2016. 4.19 Form of 3.125% Senior Notes due 2026. Incorporated by reference to Exhibit 4.4 to the Current Report on Form8-Kdated April21, 2016. 4.20 Officers Certificate dated April18, 2017, pursuant to Section3.2 of the Indenture dated August8, 2003, setting forth the terms of the 3.750% Senior Notes due 2027. Incorporated by reference to Exhibit 4.1 to the Current Report on Form8-Kdated April18, 2017. 4.21 Form of 3.750% Senior Notes due 2027. Incorporated by reference to Exhibit 4.2 to the Current Report on Form8-Kdated April18, 2017. *10.1 Second Amended and Restated 1998 Director Compensation Plan. Incorporated by reference to Exhibit 10.2 to the Annual Report on Form10-Kfor the fiscal year ended August26, 2000. *10.2 AutoZone, Inc. 2003 Director Stock Option Plan. Incorporated by reference to Appendix C to the definitive proxy statement dated November1, 2002, for the Annual Meeting of Stockholders held December12, 2002. *10.3 AutoZone, Inc. 2003 Director Compensation Plan. Incorporated by reference to Appendix D to the definitive proxy statement dated November1, 2002, for the Annual Meeting of Stockholders held December12, 2002. *10.4 Third Amendment to the AutoZone, Inc. Executive Deferred Compensation Plan. Incorporated by reference to Exhibit 10.1 to the Form8-Kdated December12, 2012. *10.5 AutoZone, Inc. 2006 Stock Option Plan. Incorporated by reference to Appendix A to the definitive proxy statement dated October25, 2006, for the Annual Meeting of Stockholders held December13, 2006. *10.6 Form of Stock Option Agreement. Incorporated by reference to Exhibit 10.26 to the Annual Report on Form10-Kfor the fiscal year ended August25, 2007. *10.7 Amended and Restated AutoZone, Inc. 2003 Director Compensation Plan. Incorporated by reference to Exhibit 99.2 to the Current Report on Form8-Kdated January4, 2008. *10.8 Amended and Restated AutoZone, Inc. 2003 Director Stock Option Plan. Incorporated by reference to Exhibit 99.3 to the Current Report on Form8-Kdated January4, 2008. *10.9 AutoZone, Inc. Enhanced Severance Pay Plan. Incorporated by reference to Exhibit 99.1 to the Current Report on Form8-Kdated February15, 2008. *10.10 Form ofnon-competeandnon-solicitationagreement for Section16 executive officers and by AutoZone, Inc. Incorporated by reference to Exhibit 99.2 to the Current Report on Form8-Kdated February15, 2008. *10.11 Form ofnon-competeandnon-solicitationagreement approved by AutoZones Compensation Committee for execution bynon-executiveofficers. Incorporated by reference to Exhibit 99.3 to the Current Report on Form8-Kdated February15, 2008. *10.12 Agreement dated February14, 2008, between AutoZone, Inc. and William C. Rhodes, III. Incorporated by reference to Exhibit 99.4 to the Current Report on Form8-Kdated February15, 2008. *10.13 Form ofnon-competeandnon-solicitationagreement forNon-Section16 officers and by AutoZone, Inc. Incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form10-Qfor the quarter ended May3, 2008. *10.16 Form of Stock Option Agreement under the 2006 Stock Option Plan, effective September 2010. Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form10-Qdated December16, 2010. *10.17 Form of Stock Option Agreement under the 2006 Stock Option Plan for certain executive officers, effective September 2010. Incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form10-Qdated December16, 2010. *10.18 Form of Letter Agreement dated as of December14, 2010, amending certain Stock Option Agreements of executive officers. Incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form10-Qdated December16, 2010. *10.19 AutoZone, Inc. 2011 Director Compensation Program. Incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form10-Qdated December16, 2010. *10.20 Form of Stock Option Agreement under the 2011 Equity Incentive Award Plan. Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form10-Qdated March17, 2011. *10.21 Form of Stock Option Agreement under the 2011 Equity Incentive Award Plan for officers effective September27, 2011. Incorporated by reference to Exhibit 10.37 to the Annual Report on Form10-Kfor the fiscal year ended August27, 2011. *10.22 First Amended and Restated AutoZone, Inc. Enhanced Severance Pay Plan. Incorporated by reference to Exhibit 10.4 to the Quarterly Report on Form10-Qdated March17, 2011. *10.23 Form of Stock Option Agreement under the 2011 Equity Incentive Award Plan for officers effective September27, 2011. Incorporated by reference to Exhibit 10.37 to the Annual Report on Form10-Kfor the fiscal year ended August27, 2011. *10.24 Form of Stock Option Agreement under the 2011 Equity Incentive Award Plan for certain executive officers effective September27, 2011. Incorporated by reference to Exhibit 10.38 to the Annual Report on Form10-Kfor the fiscal year ended August27, 2011. *10.25 Sixth Amended and Restated AutoZone, Inc. Employee Stock Purchase Plan. Incorporated by reference to Exhibit 10.40 to the Annual Report on Form10-Kfor the fiscal year ended August27, 2011. *10.26 Second Amended AutoZone, Inc. Executive Deferred Compensation Plan. Incorporated by reference to Exhibit 10.1 to the Current Report on Form8-Kdated December14, 2011. *10.27 Offer letter dated April26, 2012, to Ronald B. Griffin. Incorporated by reference to Exhibit 10.39 of Annual Report on Form10-Kdated October22, 2012. *10.28 Offer letter dated February7, 2013, to Albert Saltiel. Incorporated by reference to Exhibit 10.2 of the Quarterly Report on Form10-Qdated June12, 2013. *10.29 Third Amendment to the AutoZone, Inc. Executive Deferred Compensation Plan incorporated by reference to Exhibit 10.1 to the Form8-Kdated December12, 2012. *10.30 Amended and Restated AutoZone, Inc. Executive Deferred Compensation Plan dated December17, 2013. Incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form10-Qdated March25, 2014. *10.31 AutoZone, Inc. Director Compensation Program effective January1, 2014. Incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form10-Qdated March25, 2014. 10.33 Third Amended and Restated Credit Agreement dated as of November18, 2016, among AutoZone, Inc., as Borrower, the lenders party thereto and Bank of America, N.A. as Administrative Agent, incorporated by reference to Exhibit 10.1 of the Current Report on Form8-Kdated November21, 2016. 10.34 364-DayCredit Agreement Dated as of November18, 2016, among AutoZone, Inc. as Borrower, the lenders party thereto and Wells Fargo Bank National Association as Administrative Agent, incorporated by reference to Exhibit 10.2 of the Current Report on Form8-Kdated November21, 2016. 10.36 Master Extension, New Commitment and Amendment Agreement dated as of November18, 2017 among AutoZone, Inc. as Borrower; Bank of America, N.A. as Administrative Agent and Swingline Lender; JPMorgan Chase Bank, N.A. as Syndication Agent; Merrill Lynch, Pierce, Fenner& Smith Incorporated and J.P. Morgan Chase Bank, N.A. as Joint Lead Arrangers; Merrill Lynch, Pierce, Fenner& Smith Incorporated, J.P. Morgan Chase Bank, N.A., SunTrust Robinson Humphrey, Inc., U.S. Bank National Association, Wells Fargo Securities, LLC and Barclays Capital as Joint Book Runners; SunTrust Bank, U.S. Bank National Association, Wells Fargo Bank, National Association and Barclays Bank PLC as Documentation Agents; and the several lenders party thereto. 12.1 Computation of Ratio of Earnings to Fixed Charges. 21.1 Subsidiaries of the Registrant. 23.1 Consent of Independent Registered Public Accounting Firm. 31.1 Certification of Principal Executive Officer Pursuant to Rules13a-14(a)and15d-14(a)under the Securities Exchange Act of 1934, as Adopted Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 31.2 Certification of Principal Financial Officer Pursuant to Rules13a-14(a)and15d-14(a)under the Securities Exchange Act of 1934, as Adopted Pursuant to Section302 of the Sarbanes-Oxley Act of 2002. 32.1 Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section1350 as adopted Pursuant to Section906 of the Sarbanes-Oxley Act of 2002. 32.2 Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section1350 as adopted Pursuant to Section906 of the Sarbanes-Oxley Act of 2002.