What changed in this filing

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Item 1. Financial Statements

2021-12-17 compared with 2021-06-11 · 73 added, 161 removed, 276 unchanged (46% of the section changed)

21 unchanged sentences

Current portion of operating lease liabilities

Current portion of debt

Accrued expenses and other

1 unchanged sentence

Total current liabilities

Long-term debt

Debt, less current portion

Operating lease liabilities, less current portion

6 unchanged sentences

Common stock, par value $ .01 per share, authorized 200,000 shares;

22,897 shares issued and 21,620 shares outstanding as of May 8, 2021;

23,057 shares issued and 20,674 shares outstanding as of November 20, 2021;

23,007 shares issued and 21,138 shares outstanding as of August 28, 2021

Additional paid-in capital

Retained deficit

( 1,205,600 )

( 1,450,970 )

Retained earnings (deficit)

Accumulated other comprehensive loss

1 unchanged sentence

( 3,435,617 )

( 2,535,620 )

Total stockholders’ deficit

( 2,124,750 )

( 1,797,536 )

Total liabilities and stockholders' deficit

See Notes to Condensed Consolidated Financial Statements.

2 unchanged sentences

Twelve Weeks Ended

Thirty-Six Weeks Ended

(in thousands, except per share data)

14 unchanged sentences

Twelve Weeks Ended

Thirty-Six Weeks Ended

(in thousands)

1 unchanged sentence

Foreign currency translation adjustments

Unrealized (losses) gains on marketable debt securities, net of taxes

Unrealized losses on marketable debt securities, net of taxes

Net derivative activities, net of taxes

4 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Thirty-Six Weeks Ended

Twelve Weeks Ended

(in thousands)

15 unchanged sentences

Proceeds from sale of marketable debt securities

Investment in tax credit equity investments

Proceeds from disposal of capital assets and other, net

Proceeds (payments) from disposal of capital assets and other, net

Net cash used in investing activities

Cash flows from financing activities:

Net payments of commercial paper

( 1,030,000 )

Proceeds from issuance of debt

Repayment of debt

Net proceeds from sale of common stock

Purchase of treasury stock

( 2,478,322 )

Repayment of principal portion of finance lease liabilities

Net cash used in financing activities

( 2,651,242 )

Effect of exchange rate changes on cash

Net (decrease) increase in cash and cash equivalents

Net decrease in cash and cash equivalents

Cash and cash equivalents at beginning of period

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

Twelve Weeks Ended May 8, 2021

Comprehensive

(in thousands)

Balance at February 13, 2021

( 1,801,764 )

( 1,523,573 )

Total other comprehensive income

Purchase of 663 shares of treasury stock

Issuance of common stock under stock options and stock purchase plans

Share-based compensation expense

Balance at May 8, 2021

( 1,205,600 )

( 1,635,621 )

( 1,763,392 )

Twelve Weeks Ended May 9, 2020

Twelve Weeks Ended November 20, 2021

Comprehensive

(in thousands)

Balance at February 15, 2020

(Deficit) Earnings

Balance at August 28, 2021

( 2,535,620 )

4 unchanged sentences

Share-based compensation expense

Balance at May 9, 2020

Balance at November 20, 2021

( 3,435,617 )

( 2,124,750 )

Thirty-Six Weeks Ended May 8, 2021

Twelve Weeks Ended November 21, 2020

Comprehensive

3 unchanged sentences

Total other comprehensive income

Retirement of treasury shares

( 1,139,173 )

Purchase of 584 shares of treasury stock

( 2,478,322 )

Issuance of common stock under stock options and stock purchase plans

Share-based compensation expense

Balance at May 8, 2021

( 1,205,600 )

( 1,635,621 )

( 1,763,392 )

Thirty-Six Weeks Ended May 9, 2020

Comprehensive

(in thousands)

Balance at August 31, 2019

( 1,305,347 )

( 1,403,884 )

( 1,713,851 )

Total other comprehensive income

Retirement of treasury shares

Balance at November 21, 2020

( 1,008,537 )

Purchase of 826 shares of treasury stock

Issuance of common stock under stock options and stock purchase plans

Share-based compensation expense

Balance at May 9, 2020

( 1,034,811 )

11 unchanged sentences

(“AutoZone” or the “Company”) Annual Report on Form 10-K for the year ended August 28, 2021.

Operating results for the twelve and thirty-six weeks ended May 8, 2021 are not necessarily indicative of the results that may be expected for the full fiscal year ending August 28, 2021.

Operating results for the twelve weeks ended November 20, 2021 are not necessarily indicative of the results that may be expected for the full fiscal year ending August 27, 2022.

Each of the first three quarters of AutoZone’s fiscal year consists of 12 weeks, and the fourth quarter consists of 16 or 17 weeks.

The fourth quarters of fiscal 2022 and 2021 each have 16 weeks.

Recent Accounting Pronouncements:

In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-15, Intangibles – Goodwill and Other Internal Use Software (Subtopic 350-40):

Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract .

The amendments in this update align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.

ASU 2018-15 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years.

Early adoption is permitted.

The Company adopted the new guidance on a prospective basis in the first quarter of fiscal 2021.

The adoption of this guidance did not have a material impact on the Company’s Condensed Consolidated Financial Statements and related disclosures.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments which was subsequently amended in November 2018 through ASU 2018-19, Codification Improvements to Topic 326, Financial Instruments Credit Losses .

ASU 2016-13 requires entities to estimate all expected credit losses for financial assets measured at amortized cost basis, including trade receivables, held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts.

The Company adopted this guidance using the modified retrospective adoption method beginning with its first quarter ended November 21, 2020.

The adoption of this new guidance did not have a material impact on the Company's Condensed Consolidated Financial Statements and related disclosures.

The balance for allowance for uncollectable accounts was $ 11.1 million at May 8, 2021 and $ 10.0 million at August 29, 2020.

The Company does not expect any recently issued accounting pronouncements to have a material effect on the Company’s financial statements and related disclosures .

Note B – Share-Based Payments

5 unchanged sentences

Stock Options:

The Company made stock option grants of 196,520 shares during the thirty-six week period ended May 8, 2021 and granted options to purchase 188,324 shares during the comparable prior year period.

The Company made stock option grants of 163,786 shares during the twelve week period ended November 20, 2021 and granted options to purchase 194,511 shares during the comparable prior year period.

The Company grants options to purchase common stock to certain of its employees under its equity incentive plans at prices equal to the market value of the stock on the date of grant.

The fair value of each option is amortized into compensation expense on a straight-line basis between the grant date for the award and each vesting date.

The weighted average fair value of the stock option awards granted during the thirty-six week periods ended May 8, 2021 and May 9, 2020, using the Black-Scholes-Merton multiple-option pricing valuation model, was $ 299.99 and $ 252.39 per share, respectively, using the following weighted average key assumptions:

Thirty-Six Weeks Ended

The weighted average fair value of the stock option awards granted during the twelve week periods ended November 20, 2021 and November 21, 2020, using the Black-Scholes-Merton multiple-option pricing valuation model, was $ 462.80 and $ 299.48 per share, respectively, using the following weighted average key assumptions:

Twelve Weeks Ended

Expected price volatility

3 unchanged sentences

Dividend yield

During the thirty-six week period ended May 8, 2021, 239,177 stock options were exercised at a weighted average exercise price of $ 513.51 .

During the twelve week period ended November 20, 2021, 47,705 stock options were exercised at a weighted average exercise price of $ 549.86 .

In the comparable prior year period, 59,990 stock options were exercised at a weighted average exercise price of $ 496.58 .

As of November 20, 2021, total unrecognized share-based expense related to stock options, net of estimated forfeitures, was approximately $ 98.4 million, before income taxes, which we expect to recognize over an estimated weighted average period of 2.2 years.

Restricted Stock Units:

3 unchanged sentences

Grants of non-employee director restricted stock units are made and expensed on January 1 of each year, as they vest immediately.

As of May 8, 2021, total unrecognized stock-based compensation expense related to nonvested restricted stock unit awards, net of estimated forfeitures, was approximately $ 12.1 million, before income taxes, which we expect to recognize over an estimated weighted average period of 2.6 years.

Transactions related to restricted stock units for the thirty-six weeks ended May 8, 2021 were as follows:

As of November 20, 2021, total unrecognized stock-based compensation expense related to nonvested restricted stock unit awards, net of estimated forfeitures, was approximately $ 15.6 million, before income taxes, which we expect to recognize over an estimated weighted average period of 2.9 years.

Transactions related to restricted stock units for the twelve weeks ended November 20, 2021 were as follows:

Average Grant

2 unchanged sentences

Canceled or forfeited

Nonvested at May 8, 2021

Total share-based compensation expense (a component of Operating, selling, general and administrative expenses) was $ 13.9 million for the twelve week period ended May 8, 2021, and $ 10.1 million for the comparable prior year period.

Total share-based compensation expense was $ 38.1 million for the thirty-six week period ended May 8, 2021, and $ 32.3 million for the comparable prior year period.

For the twelve week period ended May 8, 2021, 142,660 stock options were excluded from the diluted earnings per share computation because they would have been anti-dilutive.

For the comparable prior year period, 187,965 anti-dilutive shares were excluded from the dilutive earnings per share computation.

There were 166,456 anti-dilutive shares excluded from the diluted earnings per share computation for the thirty-six week period ended May 8, 2021, and 161,321 anti-dilutive shares excluded for the comparable prior year period.

Nonvested at November 20, 2021

Total share-based compensation expense (a component of Operating, selling, general and administrative expenses) was $ 14.3 million for the twelve week period ended November 20, 2021, and $ 10.5 million for the comparable prior year period.

For the twelve week period ended November 20, 2021, 97,942 stock options were excluded from the diluted earnings per share computation because they would have been anti-dilutive.

For the comparable prior year period, 293,280 anti-dilutive stock options were excluded from the dilutive earnings per share computation.

See AutoZone’s Annual Report on Form 10-K for the year ended August 28, 2021 and other filings with the SEC, for a discussion regarding the methodology used in developing AutoZone’s assumptions to determine the fair value of the option awards and a description of AutoZone’s Amended and Restated 2011 Equity Incentive Award Plan, the AutoZone, Inc.

10 unchanged sentences

The Company’s marketable debt securities measured at fair value on a recurring basis were as follows:

November 20, 2021

(in thousands)

5 unchanged sentences

Other long-term assets

At May 8, 2021, the fair value measurement amounts for assets and liabilities recorded in the accompanying Condensed Consolidated Balance Sheets consisted of short-term marketable debt securities, which are included within Other current assets, and long-term marketable debt securities, which are included in Other long-term assets.

At November 20, 2021, the fair value measurement amounts for assets and liabilities recorded in the accompanying Condensed Consolidated Balance Sheets consisted of short-term marketable debt securities, which are included within Other current assets, and long-term marketable debt securities, which are included in Other long-term assets.

The Company’s marketable debt securities are typically valued at the closing price in the principal active market as of the last business day of the quarter or through the use of other market inputs relating to the securities, including benchmark yields and reported trades.

3 unchanged sentences

The carrying amounts of these financial instruments approximate fair value because of their short maturities.

A discussion of the carrying values and fair values of the Company’s debt is included in “Note G – Financing.”

A discussion of the carrying values and fair values of the Company’s debt is included in “Note F – Financing.”

Note D – Marketable Debt Securities

Marketable debt securities are carried at fair value, with unrealized gains and losses, net of income taxes, recorded in Accumulated other comprehensive loss until realized, and any credit risk related losses are recognized in net income in the period incurred.

The Company’s basis for determining the cost of a security sold is the “Specific Identification Model.” The Company’s available-for-sale marketable debt securities consisted of the following:

The Company’s basis for determining the cost of a security sold is the “Specific Identification Model.”

The Company’s available-for-sale marketable debt securities consisted of the following:

November 20, 2021

(in thousands)

9 unchanged sentences

Asset-backed securities and other

The debt securities held at May 8, 2021, had effective maturities ranging from less than one year to approximately four years .

At May 8, 2021, the Company held eight securities that are in an unrealized loss position of approximately $ 13 thousand.

The debt securities held at November 20, 2021, had effective maturities ranging from less than one year to approximately four years .

At November 20, 2021, the Company held 20 securities that are in an unrealized loss position of approximately $ 260 thousand.

In evaluating whether a credit loss exists for the securities, the Company considers factors such as the severity of the loss position, the credit worthiness of the investee, the term to maturity and the intent and ability to hold the investments until maturity or until recovery of fair value.

1 unchanged sentence

Included above in total available-for-sale marketable debt securities are $ 92.8 million of marketable debt securities transferred by the Company’s insurance captive to a trust account to secure its obligations to an insurance company related to future workers’ compensation and casualty losses.

Note E – Derivative Financial Instruments

At May 8, 2021, the Company had $ 28.6 million recorded in Accumulated other comprehensive loss related to realized losses associated with terminated interest rate swap and treasury rate lock derivatives, which were designated as hedging instruments.

Net losses are amortized into Interest expense over the remaining life of the associated debt.

During the twelve week periods ended May 8, 2021 and May 9, 2020, the Company reclassified $ 863 thousand and $ 509 thousand of net losses from Accumulated other comprehensive loss to Interest expense, respectively.

During the thirty-six week period ended May 8, 2021 and the comparable prior year period, the Company reclassified $ 2.6 million and $ 1.5 million of net losses from Accumulated other comprehensive loss to Interest expense, respectively.

The Company expects to reclassify $ 3.7 million of net losses from Accumulated other comprehensive loss to Interest expense over the next 12 months.

Note F – Merchandise Inventories

Note E – Merchandise Inventories

Merchandise inventories include related purchasing, storage and handling costs.

2 unchanged sentences

The Company’s policy is not to write up inventory in excess of replacement cost.

The difference between LIFO cost and replacement cost, which will be reduced upon experiencing price inflation on the Company’s merchandise purchases, was $ 363.7 million at May 8, 2021 and $ 357.0 million at August 29, 2020.

Note G – Financing

The difference between LIFO cost and replacement cost, which will be reduced upon experiencing price inflation on the Company’s merchandise purchases, was $ 312.7 million at November 20, 2021 and $ 335.3 million at August 28, 2021.

Note F – Financing

The Company’s debt consisted of the following:

1 unchanged sentence

3.700 % Senior Notes due April 2022 , effective interest rate of 3.85 %

2.875 % Senior Notes due January 2023 , effective interest rate of 3.21 %

9 unchanged sentences

Total debt before discounts and debt issuance costs

Current portion of debt

Discounts and debt issuance costs

Long-term debt

On March 15, 2021, the Company repaid the $ 250 million 2.500 % Senior Notes due April 2021, which were callable at par in March 2021.

As of May 8, 2021, the $ 500 million 3.700 % Senior Notes due April 2022 are classified as long-term in the accompanying Condensed Consolidated Balance Sheets as the Company has the ability and intent to refinance them on a long-term basis through available capacity in its Revolving Credit Agreement.

A s of May 8, 2021, the Company had $ 1.998 billion of availability under its $ 2.0 billion Revolving Credit Agreement, which would allow the Company to replace these short-term obligations with long-term financing facilities.

The Company entered into a Master Extension, New Commitment and Amendment Agreement dated as of November 18, 2017 (the “Extension Amendment”) to the Third Amended and Restated Credit Agreement dated as of November 18, 2016, as amended, modified, extended or restated from time to time (the “Revolving Credit Agreement”).

Under the Extension Amendment:

(i) the Company’s borrowing capacity under the Revolving Credit Agreement was increased from $ 1.6 billion to $ 2.0 billion;

(ii) the maximum borrowing under the Revolving Credit Agreement may, at the Company’s option, subject to lenders approval, be increased from $ 2.0 billion to $ 2.4 billion;

(iii) the termination date of the Revolving Credit Agreement was extended from November 18, 2021 until November 18, 2022 ;

and (iv) the Company has the option to make one additional written request of the lenders to extend the termination date then in effect for an additional year.

Under the Revolving Credit Agreement, the Company may borrow funds consisting of Eurodollar loans, base rate loans or a combination of both.

Interest accrues on Eurodollar loans at a defined Eurodollar rate, defined as LIBOR plus the applicable percentage, as defined in the Revolving Credit Agreement, depending upon the Company’s senior, unsecured, (non-credit enhanced) long-term debt ratings.

Interest accrues on base rate loans as defined in the Revolving Credit Agreement.

As of May 8, 2021, the Company had no outstanding borrowings and $ 1.7 million of outstanding letters of credit under the Revolving Credit Agreement.

Debt, less current portion

On November 15, 2021, the Company amended and restated its existing revolving credit facility (the “Revolving Credit Agreement”) pursuant to which the Company’s borrowing capacity was increased from $ 2.0 billion to $ 2.25 billion and the maximum borrowing under the Revolving Credit Agreement may, at the Company’s option, subject to lenders approval, be increased from $ 2.25 billion to $ 3.25 billion.

The Revolving Credit Agreement will terminate, and all amounts borrowed will be due and payable on November 15, 2026 , but AutoZone may make up to two requests to extend the termination date for an additional period of one year each.

Revolving borrowings under the Revolving Credit Agreement may be base rate loans, Eurodollar loans, or a combination of both, at AutoZone’s election.

The Revolving Credit Agreement includes (i) a $ 75 million sublimit for swingline loans, (ii) a $ 50 million individual issuer letter of credit sublimit and (iii) a $ 250 million aggregate sublimit for all letters of credit.

Under the Company’s Revolving Credit Agreement, covenants include restrictions on liens, a maximum debt to earnings ratio, a minimum fixed charge coverage ratio and a change of control provision that may require acceleration of the repayment obligations under certain circumstances.

On April 3, 2020, the Company entered into a 364-Day Credit Agreement (the “364-Day Credit Agreement”) to supplement the Company’s existing Revolving Credit Agreement.

The 364-Day Credit Agreement provided for loans in the aggregate principal amount of up to $ 750 million.

The 364-Day Credit Agreement had a termination date of, and any amounts borrowed under the 364-Day Credit Agreement were due and payable on, April 2, 2021.

Revolving loans under the 364-Day Credit Agreement could be base rate loans, Eurodollar loans, or a combination of both, at the Company’s election.

Effective February 22, 2021, the Company terminated the 364-Day Credit Agreement.

There were no borrowings outstanding under the 364-Day Credit Agreement.

The Company entered into the 364-Day Credit Agreement to augment its access to liquidity due to macroeconomic conditions existing at the time, and the Company determined the additional access to liquidity was no longer necessary.

As of November 20, 2021, the Company had no outstanding borrowings, $ 1.8 million of outstanding letters of credit and $ 2.2 billion of availability under the Revolving Credit Agreement.

As of November 20, 2021, the $ 500 million 3.700 % Senior Notes due April 2022 are classified as current in the accompanying Condensed Consolidated Balance Sheets as the Company has the intent to utilize operating cash to fund the payment.

All Senior Notes are subject to an interest rate adjustment if the debt ratings assigned are downgraded (as defined in the agreements).

2 unchanged sentences

All of the repayment obligations under its borrowing arrangements may be accelerated and come due prior to the scheduled payment date if covenants are breached or an event of default occurs.

The fair value of the Company’s debt was estimated at $ 4.758 billion as of May 8, 2021, and $ 6.081 billion as of August 29, 2020, based on the quoted market prices for the same or similar issues or on the current rates available to the Company for debt of the same terms (Level 2).

Such fair value is less than the carrying value of debt by $ 509.5 million and greater than the carrying value of debt by $ 567.5 million at May 8, 2021 and August 29, 2020, respectively, which reflects their face amount, adjusted for any unamortized debt issuance costs and discounts.

As of May 8, 2021, the Company was in compliance with all covenants and expects to remain in compliance with all covenants under its borrowing arrangements.

Note H – Stock Repurchase Program

From January 1, 1998 to May 8, 2021, the Company has repurchased a total of 149.7 million shares of its common stock at an aggregate cost of $ 24.832 billion, including 2.0 million shares of its common stock at an aggregate cost of $ 2.478 billion during the thirty-six week period ended May 8, 2021.

On December 15, 2020, the Board voted to increase the repurchase authorization by $ 1.5 billion.

On March 23, 2021, the Board voted to increase the repurchase authorization by an additional $ 1.5 billion.

This raised the total value of shares authorized to be repurchased to $ 26.15 billion.

Considering the cumulative repurchases as of May 8, 2021, the Company had $ 1.318 billion remaining under the Board’s authorization to repurchase its common stock.

During the thirty-six week period ended May 8, 2021, the Company retired 1.0 million shares of treasury stock which had previously been repurchased under the Company’s share repurchase program.

The retirement increased Retained deficit by $ 1.139 billion and decreased Additional paid-in capital by $ 60.0 million.

During the comparable prior year period, the Company retired 1.9 million shares of treasury stock, which increased Retained deficit by $ 1.879 billion and decreased Additional paid-in capital by $ 99.7 million.

Subsequent to May 8, 2021, the Company has repurchased 119,391 shares of its common stock at an aggregate cost of $ 174.8 million.

Note I – Accumulated Other Comprehensive Loss

The fair value of the Company’s debt was estimated at $ 5.6 billion as of November 20, 2021, and $ 5.7 billion as of August 28, 2021, based on the quoted market prices for the same or similar issues or on the current rates available to the Company for debt of the same terms (Level 2).

Such fair value is greater than the carrying value of debt by $ 306.0 million and $ 413.1 million at November 20, 2021 and August 28, 2021, respectively, which reflects their face amount, adjusted for any unamortized debt issuance costs and discounts.

As of November 20, 2021, the Company was in compliance with all covenants and expects to remain in compliance with all covenants under its borrowing arrangements.

Note G – Stock Repurchase Program

From January 1, 1998 to November 20, 2021, the Company has repurchased a total of 150.8 million shares of its common stock at an aggregate cost of $ 26.6 billion, including 514,534 shares of its common stock at an aggregate cost of $ 900.0 million during the twelve week period ended November 20, 2021.

On October 5, 2021, the Board voted to authorize the repurchase of an additional $ 1.5 billion of the Company’s common stock in connection with the Company’s ongoing share repurchase program.

Since the inception of the repurchase program in 1998, the Board has authorized $ 27.7 billion in share repurchases.

Considering the cumulative repurchases as of November 20, 2021, the Company had $ 1.0 billion remaining under the Board’s authorization to repurchase its common stock.

Subsequent to November 20, 2021 and through December 10, 2021, the Company has repurchased 63,909 shares of its common stock at an aggregate cost of $ 120.0 million.

On December 14, 2021, the Board voted to increase the authorization by $ 1.5 billion to raise the cumulative share repurchase authorization to $ 29.2 billion.

Considering the cumulative repurchases subsequent to November 20, 2021 and through December 10, 2021 and the December 14, 2021 additional authorization, the Company has $ 2.4 billion remaining under the Board’s authorization to repurchase its common stock.

Note H – Accumulated Other Comprehensive Loss

Accumulated other comprehensive loss includes foreign currency translation adjustments, activity for interest rate swaps and treasury rate locks that qualify as cash flow hedges and unrealized gains (losses) on available-for-sale debt securities.

Changes in Accumulated other comprehensive loss for the twelve week periods ended May 8, 2021 and May 9, 2020 consisted of the following:

Changes in Accumulated other comprehensive loss for the twelve week periods ended November 20, 2021 and November 21, 2020 consisted of the following:

(in thousands)

on Securities

Balance at February 13, 2021

Balance at August 28, 2021

Other comprehensive (loss) before reclassifications (2)(3)

Amounts reclassified from Accumulated other comprehensive loss (2)(3)

Balance at May 8, 2021

(in thousands)

on Securities

Balance at February 15, 2020

Other comprehensive (loss) income before reclassifications (1)(2)

Amounts reclassified from Accumulated other comprehensive income (loss) (1)(2)

Balance at May 9, 2020

Changes in Accumulated other comprehensive loss for the thirty-six week periods ended May 8, 2021 and May 9, 2020 consisted of the following:

Balance at November 20, 2021

(in thousands)

2 unchanged sentences

Other comprehensive income (loss) before reclassifications (2)(3)

Amounts reclassified from Accumulated other comprehensive (loss) income (1)(2)

Balance at May 8, 2021

(in thousands)

on Securities

Balance at August 31, 2019

Other comprehensive (loss) income before reclassifications (1)(2)

Amounts reclassified from Accumulated other comprehensive income (loss) (1)(2)

Balance at May 9, 2020

(1) Amounts in parentheses indicate debits to Accumulated other comprehensive loss.

(2) Amounts shown are net of taxes/tax benefits.

Amounts reclassified from Accumulated other comprehensive loss (2)(3)

Balance at November 21, 2020

(1) Foreign currency is shown net of U.S.

4 unchanged sentences

subsidiaries are intended to be permanently reinvested.

Note J – Litigation

(2) Amounts in parentheses indicate debits to Accumulated Other Comprehensive Loss.

(3) Amounts shown are net of tax.

Note I – Litigation

The Company is involved in various legal proceedings incidental to the conduct of its business, including, but not limited to, several lawsuits containing class-action allegations in which the plaintiffs are current and former hourly and salaried employees who allege various wage and hour violations and unlawful termination practices.

While the resolution of these matters cannot be predicted with certainty, management does not currently believe that, either individually or in the aggregate, these matters will result in liabilities material to the Company’s Condensed Consolidated Statements of Income, Condensed Consolidated Balance Sheets or Condensed Consolidated Statements of Cash Flows.

Note K – Segment Reporting

Note J – Segment Reporting

The Company’s operating segments (Domestic Auto Parts, Mexico and Brazil) are aggregated as one reportable segment:

9 unchanged sentences

Twelve Weeks Ended

Thirty-Six Weeks Ended

(in thousands)

5 unchanged sentences

( 1,060,392 )

( 2,958,144 )

Interest expense, net

1 unchanged sentence

Report of Independent Registered Public Accounting Firm

The Board of Directors and Stockholders

To the Stockholders and Board of Directors of

AutoZone, Inc.

1 unchanged sentence

We have reviewed the accompanying condensed consolidated balance sheet of AutoZone, Inc.

(the Company) as of May 8, 2021, the related condensed consolidated statements of income, comprehensive income and stockholders’ deficit for the twelve and thirty-six week periods ended May 8, 2021 and May 9, 2020, the condensed consolidated statements of cash flows for the thirty-six week periods ended May 8, 2021 and May 9, 2020, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”).

(the Company) as of November 20, 2021, the related condensed consolidated statements of income, comprehensive income, stockholders’ deficit and cash flows for the twelve week periods ended November 20, 2021 and November 21, 2020, and the related notes (collectively referred to as the “condensed consolidated interim financial statements”).

Based on our reviews, we are not aware of any material modifications that should be made to the condensed consolidated interim financial statements for them to be in conformity with U.S.

13 unchanged sentences

Memphis, Tennessee

June 11, 2021

December 17, 2021

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements