AutoZone, Inc. (AZO) Earnings Call Transcript & Summary

Good morning, everyone, and thank you for joining us today for AutoZone's 2025 Annual Meeting of Stockholders. I am Phil Daniele, President and CEO of Customer Satisfaction, and I will be presiding at this meeting. Of course, it would not be an official AutoZone meeting if we didn't start our meeting with a cheer and a pledge. Damon Payne, will you please lead us in the cheer and the pledge. [Presentation]

Thank you, Damon. Does anyone have an Extra Miler story to share with us?

I have one. Steven Thomas, Senior Category Manager Friction and Hardware, Customer Satisfaction, 12-year AutoZoner. This comes to us from Store 2387 out of Kansas City. On Monday, November 10, 2025, Curtis Porter went out of his way to assist a commercial customer for my store, 2374, that was broken down on the highway in Grandview Missouri. He was able to get all the parts to the customer needed and then take them to the customer on the side of the road. He then stayed with the customer to help him and get back on the road safely. The customer even called me the next day, saying how thankful he was to have AutoZone to rely on when in need.

Now I will turn the meeting over to Jenna Bedsole, our Senior Vice President, General Counsel and Secretary.

Thank you, Phil. Ms. Cassandra Shedd from Computershare is serving as our independent inspector of elections. A complete list of the holders of record of the company's common stock on October 20, 2025, which holders are entitled to vote at this meeting is available here for inspection. Also, I have received an affidavit of mailing from Computershare stating that notice of the meeting was duly given to stockholders of record as of the close of business on October 20, 2025. . Finally, a tabulation of the proxies received from the stockholders indicates that more than a majority of the outstanding shares entitled to vote are represented at this meeting, and a quorum is present.

Thanks, Jenna. I hereby call this order to meet. As a reminder, it is not necessary for stockholders to vote at this meeting if they have already voted. If you have not voted or would like to change your vote, please raise your hand and a ballot will be provided to you. Before we proceed to the first order of business, I'd like to recognize our senior management team, the AutoZone Executive Committee who are with us today. Thank you for your leadership in delivering another great year for our customers, AutoZoners, communities and our stockholders. Also with us today are my fellow director nominees, whom I will introduce shortly and Mike Walsh from Ernst & Young LLP, our independent auditor. With that, let's proceed to the items of business. Our first order of business is the election of directors to serve until the next Annual Meeting of Stockholders in 2026. The following directors have been nominated for reelection to the Board. The following are at this meeting and present with us today. Myself, Phil Daniel, Mike George, Linda Goodspeed, Butch Graves, Brian Hannasch; Gale King, Claire McDonough, George Mrkonic, Bill Rhodes, Jill Soltau and serving with us virtually today is Constantino Spas Montesinos. The second order of business is the ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for fiscal year 2026. The third order of business is a nonbinding advisory vote to approve the compensation of our named executive officers. The Board of Directors unanimously recommends that stockholders vote for each of the director nominees, for Ernst & Young and for the advisory vote on executive compensation. Since there are no other matters to properly come before this meeting, we will now proceed with the vote. For those stockholders voting at the meeting, please complete your vote now, and we will collect your ballots. [Voting]

I now declare the polls for the 2025 Annual Meeting of Stockholders are closed. Jenna has the inspector of elections presented the results.

Yes. The inspector of elections has presented her preliminary report. They are present at this meeting in person or by proxy 14,846,704 shares of the company's common stock, representing 89% of the approximate 16.6 million shares outstanding as of October 2025. Based upon this report, all 11 directors have been reelected. The appointment of Ernst & Young LLP for fiscal year '26 has been ratified and the nonbinding advisory vote on executive compensation has been approved. The final vote results will be filed on a current report on Form 8-K.