X0306 4 2017-06-27 0000866787 AUTOZONE INC AZO 0001199820 GILES WILLIAM T 123 SOUTH FRONT STREET MEMPHIS TN 38103 1 Executive V.P. & CFO Common Stock 2017-06-27 4 M 0 10000.0000 130.7900 A 18499.7482 D Common Stock 2017-06-27 4 S 0 1033.0000 579.1122 D 17466.7482 D Common Stock 2017-06-27 4 S 0 2300.0000 580.2246 D 15166.7482 D Common Stock 2017-06-27 4 S 0 2899.0000 582.1026 D 12267.7482 D Common Stock 2017-06-27 4 S 0 3768.0000 581.4044 D 8499.7482 D Non-Qualified Stock Option (right to buy) 130.7900 2017-06-27 4 M 0 10000.0000 0.0000 D 2018-09-23 Common Stock 10000.0000 8400.0000 D 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 $579.00 - $579.40 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. 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 $580.00 - $580.90 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. 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 $582.00 - $582.48 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. 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 $581.00 - $581.84 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. Granted in accordance with the AutoZone, Inc. 2006 Stock Option Plan. Options exercisable in one-fourth increments on September 22, 2009, 2010, 2011 and 2012, respectively. /s/ William T. Giles 2017-06-27