Summary
O'Reilly Automotive, Inc. (ORLY) filed an 8-K on February 7, 2024, primarily to announce its 2023 fourth quarter and full-year financial results. This filing also disclosed a key leadership transition, with Board member Jay Burchfield not seeking re-election at the upcoming 2024 Annual Meeting due to the company's mandatory retirement age policy. This departure creates a vacancy that the Board intends to fill by nominating Greg Johnson.
Key Highlights
- 1Announcement of 2023 fourth quarter and full-year earnings results via press release (Exhibit 99.1).
- 2Board member Jay Burchfield will not stand for re-election at the 2024 Annual Meeting.
- 3Burchfield's departure is in accordance with the company's mandatory retirement age policy.
- 4The Board intends to nominate Greg Johnson to fill the vacancy left by Burchfield.
- 5The nomination of Greg Johnson is subject to shareholder approval at the Annual Meeting.
- 6The press release also discusses O'Reilly's previously announced Leadership Succession Plan.
Frequently Asked Questions
This 8-K filing refers to a press release (Exhibit 99.1) that announces O'Reilly's 2023 fourth quarter and full-year earnings. Specific financial figures are detailed within that press release, which is attached as an exhibit.
Jay Burchfield is not seeking re-election at the 2024 Annual Meeting of Shareholders in compliance with O'Reilly's mandatory retirement age policy for its Board members.
The Board of Directors intends to nominate Greg Johnson to serve on the Board, filling the vacancy created by Mr. Burchfield's retirement. This nomination will be put to a shareholder vote at the Annual Meeting.
No, the information furnished in Item 2.02 and Item 7.01, including the press release (Exhibit 99.1), is not deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, nor is it incorporated by reference into any other SEC filings.