8-KLeadership ChangesOther EventsExhibits & Filings

AUTOZONE INC 8-K Report, Executive Changes (Dec 17, 2009)

Filed December 17, 2009For Securities:AZO

Summary

AutoZone Inc. (AZO) filed an 8-K on December 16, 2009, primarily reporting on two key developments. First, the company's stockholders approved the AutoZone, Inc. 2010 Executive Incentive Compensation Plan. This plan is designed to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code, setting objective performance goals for key employees, including named executive officers, with a maximum annual bonus payout of $4 million per participant. Second, the company announced its Board of Directors has authorized an additional $500 million for its ongoing share repurchase program. This signifies a continued commitment to returning capital to shareholders and potentially increasing earnings per share through a reduction in outstanding shares.

Key Highlights

  • 1Stockholders approved the 2010 Executive Incentive Compensation Plan, intended to be performance-based and comply with IRS Section 162(m).
  • 2The new incentive plan sets objective performance goals for key employees, including executive officers.
  • 3A cap of $4 million in annual bonus payouts per participant is established under the 2010 Executive Incentive Compensation Plan.
  • 4AutoZone's Board of Directors authorized an additional $500 million for common stock repurchases.
  • 5This authorization is part of the company's ongoing share repurchase program.
  • 6The filing includes an incorporated reference to the full text of the 2010 Executive Incentive Compensation Plan.
  • 7A press release dated December 16, 2009, announcing the share repurchase authorization is attached as an exhibit.

Frequently Asked Questions

The plan is designed to incentivize key employees, including executive officers, by linking compensation to the achievement of objective performance goals. It is structured to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code, which may allow for tax deductibility of certain compensation.

AutoZone's Board of Directors has authorized an additional $500 million for the repurchase of the company's common stock.

Yes, the 2010 Executive Incentive Compensation Plan stipulates that no participant can receive more than $4 million in bonus payments in any fiscal year.

The plan was approved by AutoZone's stockholders at the Annual Meeting held on December 16, 2009.