What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-10-24 compared with 2021-10-25 · 69 added, 73 removed, 238 unchanged (37% of the section changed)

AutoZone, Inc.

(“AutoZone,” the “Company,” “we,” “our” or “us”) is the leading retailer, and a leading distributor, of automotive replacement parts and accessories in the Americas.

(“AutoZone,” the “Company,” “we,” “our” or “us”) is the leading retailer and distributor of automotive replacement parts and accessories in the Americas.

We began operations in 1979 and at August 27, 2022, operated 6,168 stores in the United States (“U.S.”), 703 stores in Mexico and 72 stores in Brazil.

Each store carries an extensive product line for cars, sport utility vehicles, vans and light trucks, including new and remanufactured automotive hard parts, maintenance items, accessories and non-automotive products.

At August 28, 2021, in 5,179 of our domestic stores, we also had a commercial sales program that provides commercial credit and prompt delivery of parts and other products to local, regional and national repair garages, dealers, service stations and public sector accounts.

At August 27, 2022, in 5,342 of our domestic stores we had a commercial sales program that provides commercial credit and prompt delivery of parts and other products to local, regional and national repair garages, dealers, service stations and public sector accounts.

We also have commercial programs in all stores in Mexico and Brazil.

We also sell the ALLDATA brand automotive diagnostic, repair and shop management software through www.alldata.com.

We sell the ALLDATA brand automotive diagnostic, repair and shop management software through www.alldata.com.

Additionally, we sell automotive hard parts, maintenance items, accessories and non-automotive products through www.autozone.com, and our commercial customers can make purchases through www.autozonepro.com.

2 unchanged sentences

Human Capital Resources

We believe the foundation of our success is our culture, which defines how our employees (“AutoZoners”) take care of customers.

We believe the foundation of our success is our culture, which is rooted in our Pledge and Values and defines how our employees (“AutoZoners”) take care of customers and fellow AutoZoners.

Each AutoZoner works hard to Live the Pledge, share their passion for WOW!

Customer Service and Go the Extra Mile every day to continue building and growing AutoZone for our customers.

We seek to be the employer of choice as we compete for talent in our retail stores, field supervision, distribution centers, and store support functions.

We focus heavily on retention by offering competitive compensation and benefits packages, extensive training and development opportunities and leveraging our business resource groups to support AutoZoners with common interests or backgrounds contribute their voices, time, and talent to helping AutoZoners succeed in their careers.

As of August 27, 2022, we employed approximately 112,000 AutoZoners, approximately 62 percent of whom were employed full-time and the remaining 38 percent were employed part-time.

6 unchanged sentences

Many members of our senior leadership team have held positions in two or more areas of the business.

We also invest in advanced leadership training in order to deepen bench strength and support succession planning.

For additional information, see “Store Operations—Store Personnel and Training” below.

We believe these opportunities are important to attract, motivate and retain high quality AutoZoners.

The AutoZone Pledge and Values drive our success and foster a strong, unique culture of teamwork and customer service.

We encourage the recognition of AutoZoners for a variety of accomplishments, such as going above and beyond to deliver Trustworthy Advice and WOW!

Customer Service, taking initiative to prevent incidents and injuries, making contributions to help detect or report internal or external theft or providing significant service to help others.

Customer Service, taking initiative to prevent incidents and injuries, making contributions to help detect or report internal or external theft or providing significant service to

Whether they work in our stores, distribution centers, support centers or travel to support our customers and business, we believe AutoZoners everywhere should be recognized for their efforts and outstanding performance.

1 unchanged sentence

Diversity, Equity and Inclusion (“DEI”)

“Embraces Diversity” is one of our Values, and we have made great strides to lay a proper foundation for our DEI initiatives.

“Embraces Diversity” is one of our Values, and we have made great strides in our DEI initiatives.

With the oversight and support of a cross-functional Diversity Council and DEI Steering Committee, our DEI efforts influence and inform many parts of our human capital management function including talent acquisition, retention, professional development and workforce management.

Our first business resource group (“BRG”) was established in 2014 (AutoZone Women’s Initiative).

Since then, four other BRGs now support AutoZoners who share common interests or backgrounds and have a mission to contribute their voices, time and talent to helping AutoZoners succeed and grow in their careers.

Since then, five other BRGs now support AutoZoners who share common interests or backgrounds and have a mission to contribute their voices, time and talent to helping AutoZoners succeed and grow in their careers.

Health and Safety

1 unchanged sentence

Aligned with our values, we strive to continually monitor our working and shopping environment to keep our AutoZoners and customers as safe as possible.

In response to the COVID-19 pandemic, we continue to invest in supplies for the protection of our AutoZoners and our customers and increased the frequency of cleaning and disinfecting our stores.

We also provided Emergency Time-Off benefit enhancements for both full-time and part-time AutoZoners and a one-time financial incentive for receiving the COVID-19 vaccine.

As the effects of COVID-19 continue to evolve, we are closely monitoring the changing situation and complying with public health guidance.

Additional information about our human capital resources can be found in our most recent Corporate Social Responsibility (“CSR”) Report, which is available on our website.

24 unchanged sentences

Training is supplemented with frequent store visits by management.

Advanced leadership training is an additional area of investment that is used to deepen bench strength and support succession planning.

Store managers, commercial sales managers and managers at various levels across the organization receive financial incentives through performance-based bonuses.

In addition, our growth has provided opportunities for the promotion of qualified AutoZoners.

We believe these opportunities are important to attract, motivate and retain high quality AutoZoners.

Store Support Centers

All store support functions are centralized in our store support centers located in Memphis, Tennessee;

10 unchanged sentences

Our commercial sales program operates in a highly fragmented market, and we are a leading distributor of automotive parts and other products to local, regional and national repair garages, dealers, service stations and public sector accounts in the Americas.

As a part of the domestic store program, we offer credit and delivery to our customers, as well as online ordering through www.autozonepro.com or through the AutoZone Pro smartphone application.

Through our hub stores, we offer a greater range of parts and products desired by professional technicians.

As part of our program, we offer credit and delivery to our customers, as well as online ordering through www.autozonepro.com or through the AutoZone Pro smartphone application.

Through our hub and mega hub stores, we offer a greater range of parts and products desired by professional technicians.

We have dedicated sales teams focused on independent repair shops as well as national, regional and public sector commercial accounts.

17 unchanged sentences

Our electronic parts catalog assists in the selection of parts as well as identifying any associated warranties offered by us or our vendors.

We sell automotive hard parts, maintenance items, accessories and non-automotive parts through www.autozone.com, for pick-up in store or to be shipped directly to a customer’s home or business, with next day delivery covering approximately 82% of the U.S.

Additionally, we offer a smartphone application that provides customers with store locations, driving directions, operating hours, product availability, the ability to purchase products and other information.

1 unchanged sentence

Through our Loan-A-Tool program customers can borrow a specialty tool, such as a steering wheel puller, for which a do-it-yourself (“DIY”) customer or a repair shop would have little or no use other than for a single job.

AutoZoners also provide free diagnostic and related services, including check engine light readings through our AutoZone Fix Finder service, testing of starters, alternators and batteries, battery charging and the collection of used oil for recycling.

AutoZoners also provide free diagnostic and related services, including check engine and anti-lock braking system light readings through our AutoZone Fix Finder service, testing of starters, alternators and batteries, battery charging and the collection of used oil for recycling.

Merchandising

33 unchanged sentences

For many of our products, we offer multiple value choices in a good/better/best assortment, with appropriate price and quality differences from the “good” products to the “better” and “best” products.

A key differentiating component versus our competitors is our exclusive line of in-house brands, which includes Duralast and the family of Duralast brands, ProElite, ShopPro, SureBilt, TruGrade and Valucraft.

We believe that our overall value compares favorably to that of our competitors.

4 unchanged sentences

We utilize advertising, direct marketing, loyalty programs and promotions primarily to highlight our great value, the availability of high quality parts and develop a relationship with an expanding base of customers.

Broadcast and digital media are our primary advertising methods of driving retail traffic to our stores, while we leverage a dedicated sales force and our ProVantage loyalty program to drive commercial sales.

Broadcast and digital media are our primary advertising methods of driving retail traffic, while we leverage a dedicated sales force and our ProVantage loyalty program to drive commercial sales.

Store Design, Visual Merchandising and Promotional Execution

21 unchanged sentences

Currently, we have over 6,000 domestic stores with access to mega hub inventory.

A majority of these 5,900 stores currently receive their service same day.

A majority of these stores currently receive mega hub service same day.

The sale of automotive parts, accessories and maintenance items is highly competitive due to numerous factors, including name recognition, product availability, customer service, store location and price.

7 unchanged sentences

Government Relations

We are subject to numerous federal, state, and local laws and regulations, many of which are complex, frequently revised and subject to varying interpretations.

Some of the more significant regulations include, but are not limited to, regulations governing the disposal of hazardous materials, environmental regulations and occupational health and safety laws.

For example, in connection with our used oil, oil filter and battery recycling programs, our customers may bring hazardous materials onto our property and our employees must abide by appropriate policies and procedures to ensure the safe handling of these materials before a third party takes possession for recycling or disposal.

The terms of our contracts with third party vendors require that they are in compliance with all applicable laws and regulations.

Additionally, as an owner or operator of real property, we may be liable for the cost of removal or remediation of hazardous or toxic substances on, under or in such property.

While compliance with applicable laws and regulations, including environmental regulations, has not had a material adverse effect on capital expenditures, earnings or our competitive position to date, we can make no assurances as to the future costs of compliance.

For more information, see the Risk Factor titled “Our business, results of operations, financial condition and cash flows may be adversely affected by the adoption of new laws, changes to existing laws, increased enforcement activity or other governmental actions.” in “Part I.

We are subject to numerous federal, state, and local laws and regulations, many of which are complex, frequently changing and subject to varying interpretations.

These laws and regulations relate to, among other things, the marketing and sale of products;

proper handling and disposal of hazardous materials, particularly in connection with our used oil, oil filter and battery recycling programs;

occupational health and safety;

environmental matters;

labor and employment;

employee wages and benefits;

information security and data privacy;

real property;

financial reporting and disclosure;

antitrust and fair competition;

international trade and transportation, logistics and delivery operations.

While compliance with the numerous laws and regulations applicable to our business, including environmental regulations, has not had a material adverse effect on capital expenditures, earnings or our competitive position to date, we can make no assurances as to the future costs of compliance.

For more information, see the Risk Factors titled “Legal and Regulatory Risks” and “Information Technology, Cybersecurity and Data Privacy Risks” in “Part I.

Item 1A, Risk Factors” in this report.

Trademarks and Patents

We have registered several service marks and trademarks in the U.S.

Patent and Trademark Office as well as in certain other countries, including our service marks:

“ALLDATA Collision,” “ALLDATA Diagnostics,” “ALLDATA Shop Manager,” “ALLDATA Tech-Assist,” “AutoZone,” “AutoZone Rewards,” “Do-It-Yourself Doesn’t Mean You Have To Do It Alone,” “Get in the Zone,” “Parts Are Just Part of What We Do,” “ProVantage,” “The Best Parts in Auto Parts,” “Zone” and trademarks:

“ALLDATA Manage,” “ALLDATA Mobile,” “ALLDATA Repair,” “AutoZone,” “AutoZone & Design,” “BatteryZone,” “Duralast,” “Duralast Aero Blade,” “Duralast Ceramic Blade,” “Duralast Elite,” “Duralast Flex Blade,” “Duralast Gold,” “Duralast Gold Cmax,” “Duralast GT,” “Duralast Platinum,” “Duralast ProPower,” “Duralast ProPower Plus,” “Duralast ProPower Ultra,” “Duralast ProPower AGM,” “Duralast Max,” “Econocraft,” “Loan-A-Tool,” “ProElite,” “ProElite & Design,” “Shop Pro,” “SureBilt,” “Tougher Through Technology,” “TruGrade,” “Valucraft,” “V & Design” and “Z-net.” We believe that these service marks and trademarks are important components of our marketing and merchandising strategies.

We regard our trademarks, service marks, patents, domain names, trade dress, trade secrets and other intellectual property as critical to our success and important components of our marketing and merchandising strategies.

We have registered several trademarks and service marks in the U.S.

Patent and Trademark Office as well as in certain other countries, including without limitation:

“AutoZone,” “Get in the Zone,” “Duralast,” “Econocraft,” “ProElite,” “Shop Pro,” “SureBilt,” “TotalPro,” “TruGrade,” “Valucraft,” and “ALLDATA,” along with variations of these trademarks.

Our trademark registrations have various expiration dates;

however, assuming that the trademarks are properly maintained and in use, such registrations may typically be renewed indefinitely.

Our business is somewhat seasonal in nature, with the highest sales typically occurring in the spring and summer months of February through September, and the lowest sales in the months of December and January.

7 unchanged sentences

We make available, free of charge, at www.autozone.com, by clicking “Investor Relations” located at the bottom of the page, our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, proxy statements, registration statements and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities and Exchange Act of 1934, as amended, as soon as reasonably feasible after we electronically file such material with, or furnish it to, the SEC.

Our website and the information contained therein or linked thereto are not intended to be incorporated into this Annual Report on Form 10-K.

Our websites and the information contained therein or linked thereto are not intended to be incorporated into this Annual Report on Form 10-K.

Information about our Executive Officers

3 unchanged sentences

Rhodes, III, was named Chairman of AutoZone during fiscal 2007 and has been President, Chief Executive Officer and a director since March 2005.

Prior to his appointment as President and Chief Executive Officer, Mr.

Rhodes served in various capacities within the Company since 1994.

Prior to 1994, Mr.

Rhodes was a manager with Ernst & Young LLP.

Prior to his appointment as President and Chief Executive Officer, he served in various capacities within the Company since 1994.

Prior to 1994, he was a manager with Ernst & Young LLP.

Rhodes is a member of the Board of Directors for Dollar General Corporation.

Jamere Jackson, 52—Chief Financial Officer and Executive Vice President – Finance and Store Development, Customer Satisfaction

Jamere Jackson was named Executive Vice President and Chief Financial Officer-Elect on September 13, 2020 and Chief Financial Officer and Executive Vice President – Finance and Store Development effective January 1, 2021.

Prior to joining AutoZone, from 2018 to 2020, Mr.

Jackson served as Executive Vice President and Chief Financial Officer of Hertz Global Holdings, Inc., a worldwide rental company.

From 2014 to 2018, Mr.

Jackson served as Chief Financial Officer of Nielsen Holdings plc, an information, data and measurement company.

Prior to 2014, Mr.

Jackson held a variety of leadership roles at General Electric Company.

Jamere Jackson, 53—Executive Vice President, Chief Financial Officer and Store Development, Customer Satisfaction

Jamere Jackson joined AutoZone on September 13, 2020 as Executive Vice President and Chief Financial Officer.

Prior to joining AutoZone, from 2018 to 2020, he served as Executive Vice President and Chief Financial Officer of Hertz Global Holdings, Inc., a worldwide rental company.

From 2014 to 2018, he served as Chief Financial Officer of Nielsen Holdings plc, an information, data and measurement company.

Prior to 2014, he held a variety of leadership roles at General Electric Company.

Jackson serves on the Board of Directors for Eli Lilly & Co.

and Hibbett, Inc.

Daniele, 53—Executive Vice President — Merchandising, Supply Chain and Marketing, Customer Satisfaction

4 unchanged sentences

Daniele held several other key management positions with the Company.

Finestone, 60—Executive Vice President – Strategy and Innovation, Customer Satisfaction

Finestone was named Executive Vice President – Strategy and Innovation in June 2021.

From 2015 to 2021, he was Executive Vice President – Merchandising Supply Chain and Marketing.

From 2008 to 2015, he was Senior Vice President – Merchandising, and from 2002 to 2008, he was Vice President – Merchandising.

Prior to joining AutoZone in 2002, Mr.

Finestone worked for May Department Stores for 19 years where he held a variety of leadership roles which included Divisional Vice President – Merchandising.

Frazer, 46—Executive Vice President – Store Operations, Commercial and Loss Prevention, Customer Satisfaction

1 unchanged sentence

From 2019 to 2021, he was Senior Vice President – Store Operations.

Prior to that, he held the position of Divisional Vice President in addition to serving as Vice President – Store Operations Support.

Prior to that, he was Vice President – Store Operations Support.

He began his career with AutoZone in 2006 in Finance and has held several key functional roles of increasing responsibility.

6 unchanged sentences

From 2012 to 2013, he was Senior Vice President – Store Operations and Store Development.

From 2007 to 2012, he was Senior Vice President – Store Operations, and from 1998 to 2007, he was Vice President –Store Operations.

From 2007 to 2012, he was Senior Vice President – Store Operations, and from 1998 to 2007, he was Divisional Vice President –Store Operations.

Prior to 1998, Mr.

1 unchanged sentence

Michelle Borninkhof, 48 — Senior Vice President and Chief Information Officer, Customer Satisfaction

Michelle Borninkhof was elected Senior Vice President and Chief Information Officer during April 2021.

Michelle Borninkhof was named Senior Vice President and Chief Information Officer during April 2021.

Prior to that, she was Chief Information Officer and Vice President for U.S.

Technology at McDonald’s since 2018.

Prior to joining McDonald’s, Ms.

Borninkhof spent 11 years with Walmart Stores holding various leadership roles including Vice President – International Technology Delivery.

Prior to joining McDonald’s, she spent 11 years with Walmart Stores holding various leadership roles including Vice President – International Technology Delivery.

Throughout her career, Ms.

9 unchanged sentences

Prior to that, he was President – AutoZone de México.

Hurtado has served in various capacities within the Company since 2001, which included leading the Company’s expansion into Mexico.

Prior to 2001, he held different positions with RadioShack including Director General in Mexico and General Manager in Venezuela.

He has served in various capacities within the Company since 2001, which included leading the Company’s expansion into Mexico.

Prior to 2001, Mr.

Hurtado held different positions with RadioShack including Director General in Mexico and General Manager in Venezuela.

LeRiche, 54—Senior Vice President – Store Operations, Customer Satisfaction

9 unchanged sentences

McGee held several other key positions with the Company.

Ohm, 57—Senior Vice President – Merchandising, Customer Satisfaction

Ohm was named Senior Vice President – Merchandising on October 26, 2020.

Previously, Ms.

Ohm served as the Group Commercial Development Officer for the Dairy Farm Group.

Ohm also was the Chief Commercial Officer for Home Plus, the second largest retailer in Korea.

Prior to these roles, she was Senior Vice President – General Merchandise Manager for both Walmart and Sam’s Club and Vice President/Divisional Merchandise Manager – Technology for Walmart Stores, Inc.

Ohm began her career with General Electric.

Charlie Pleas, III, 56—Senior Vice President and Controller, Customer Satisfaction

Charlie Pleas, III, was elected Senior Vice President and Controller during 2007.

Charlie Pleas, III, 57— Senior Vice President – Accounting and Finance, Customer Satisfaction

Charlie Pleas, III, became Senior Vice President, Finance and Accounting in December, 2021.

He was named Senior Vice President and Controller during 2007.

Prior to that, he was Vice President and Controller since 2003.

Previously, he was Vice President – Accounting since 2000, and Director of General Accounting since 1996.

Prior to joining AutoZone, Mr.

Pleas was a Division Controller with Fleming Companies, Inc.

Prior to joining AutoZone, he was a Division Controller with Fleming Companies, Inc.

where he served in various capacities during his tenure from 1988 to 1996.

7 unchanged sentences

Smith, 58—Senior Vice President – Human Resources, Customer Satisfaction

Smith was elected Senior Vice President – Human Resources in December 2015.

He has been an AutoZoner since 1985, previously holding the position of Vice President of Stores since 1997.

Prior thereto, he served in various capacities within the Company.

Smith was named Senior Vice President – Human Resources in December 2015.

Smith has been an AutoZoner since 1985, previously holding the position of Divisional Vice President – Store Operations since 1997.

Prior thereto, Mr.

Smith served in various capacities within the Company.

Wright, 46—Senior Vice President – General Counsel & Secretary, Customer Satisfaction

1 unchanged sentence

She previously held the title of Vice President – Assistant General Counsel & Assistant Secretary since January 2012.

Before joining AutoZone, she was a partner with the law firm of Bass, Berry & Sims PLC.

Before joining AutoZone, Ms.

Wright was a partner with the law firm of Bass, Berry & Sims PLC.

Hackney, 57—Senior Vice President – Merchandising, Customer Satisfaction

Hackney was named Senior Vice President, Merchandising in October 2022.

He had previously served in this role from October 2015 until his retirement on December 31, 2020.

His career with AutoZone began in 1983, and he has held several key management roles within the Company, including Vice President – Store Operations Support and Vice President – Merchandising, before returning to AutoZone.

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-K

Item 1. Business