AutoZone management check
AZO · Consumer Discretionary · Automotive Retail · CEO Philip B. Daniele
Filings as of
5 good · 1 to watch · 1 flagged, across the seven questions below.
- Good
Have owners done well?
Beat its chosen peers$100 invested at the start of fiscal 2021 grew to $353, against $152 for the peer group the company picked itself.
- Flag
Does pay follow performance?
Pay moved against returnsOver 5 years, the CEO's pay actually paid (equity valued at the share price) had a correlation of -0.66 with shareholder return. 1 means pay moved in step; below 0, the opposite way.
- Good
What does the CEO cost owners?
0.4% of net income$9.6m of reported pay in fiscal 2025, against $2.5bn of net income.
- Good
Do they own the stock?
Insiders are buyingThe CEO holds 335.645 shares, directly or through trusts (unvested awards not counted): about 0.0 years of pay. 1 insider bought $493k on the open market in the last six months, with their own money, near the lows. Sales: $4.5m.
- Good
Are owners being diluted?
Share count shrinkingDiluted shares changed -5.0% a year over the last three fiscal years. Stock-based pay was 0.7% of revenue in the latest year.
- Watch
Is leadership stable?
2 CEOs in the pay tableCEOs in the pay table: Mr. Rhodes, Mr. Daniele. 8 filings under 8-K item 5.02 (officers or directors leaving or joining, or new pay arrangements) in the last 3 years.
- Good
Are the books clean?
No red flags on fileNo restatements, auditor changes or late filings since 2021.
Against the S&P 500
Each check's score (0–100) and how it compares: the share of ranked S&P 500 companies it matches or beats, and the median in Consumer Discretionary.
| Check | Score | At or above | Sector median |
|---|---|---|---|
| Owner returns | 100 | 70 | |
| Pay for performance | 17 | 79 | |
| CEO cost | 84 | 44 | |
| Skin in the game | 20 | 36 | |
| Dilution | 100 | 74 | |
| Stable leadership | 45 | 80 | |
| Clean books | 100 | 100 |
Closest peers
Others in Automotive Retail, by management score. AutoZone is 27th of 47 in its sector.
- 100CVNACarvana76
- 164ORLYO'Reilly Automotive71
- 184MGMMGM Resorts70
- 191ABNBAirbnb69
- 220AZOAutoZone67
- 223MCDMcDonald's66
Pay versus performance
From the proxy statement filed October 28, 2025. "Actually paid" values stock awards at the share price, so it rises and falls with the stock.
| Fiscal year | CEO | CEO pay | Actually paid | Other executives (avg) | $100 became | Peers | Net income |
|---|---|---|---|---|---|---|---|
| 2025 | Mr. Rhodes, Mr. Daniele | $9.6m | $21.3m | $6.0m | $353 | $152 | $2.5bn |
| 2024 | — | $9.2m | $21.1m | $6.2m | $268 | $124 | $2.7bn |
| 2023 | — | $18.8m | $37.6m | $5.4m | $206 | $98 | $2.5bn |
| 2022 | — | $14.3m | $53.2m | $4.4m | $182 | $92 | $2.4bn |
| 2021 | — | $14.8m | $33.5m | $3.9m | $130 | $111 | $2.2bn |
The board says pay is tied most to Economic Profit. Its other key measures: Return on Invested Capital, Adjusted Earnings Before Interest and Taxes, Stock Price.
Insiders and the CEO's stake
Philip B. Daniele (President & CEO) held 335.645 shares directly after their latest Form 4 on Sep 25, 2026, roughly $197k at that filing's price.
1 insider bought $493k on the open market in the last six months, with their own money, near the lows. Sales: $4.5m.
- BoughtBrian HannaschDirector$493kMay 29, 2026
- SoldDennis W. LeRicheSr. Vice President$4.5mAug 7, 2026
Leadership and governance on file
- Oct 9, 2026Leadership change8-K 5.02
- Oct 8, 2025Leadership change8-K 5.02
- Aug 28, 2025Leadership change8-K 5.02
- May 28, 2025Leadership change8-K 5.02
- Apr 23, 2025Leadership change8-K 5.02
- Oct 15, 2024Leadership change8-K 5.02
- Jan 3, 2024Leadership change8-K 5.02
- Oct 31, 2023Leadership change8-K 5.02
- Oct 4, 2023Leadership change8-K 5.02
- Sep 19, 2023Leadership change8-K 5.02
- Jun 26, 2023Leadership change8-K 5.02
- Mar 9, 2023Leadership change8-K 5.02
Latest shareholder vote results: Dec 19, 2025, including the say-on-pay vote.
Where the money went
Over 2021–2025: $16.2bn returned to owners in buybacks and dividends, 131% of net income, and $450.8m of pay in stock.
| Fiscal year | 2021 | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|---|
| Revenue | $14.6bn | $16.3bn | $17.5bn | $18.5bn | $18.9bn |
| Net income | $2.2bn | $2.4bn | $2.5bn | $2.7bn | $2.5bn |
| Stock-based pay | $56.1m | $70.6m | $93.1m | $106.2m | $124.7m |
| Buybacks | $3.4bn | $4.4bn | $3.7bn | $3.1bn | $1.6bn |
| Dividends | — | — | — | — | — |
| Diluted shares | 23m | 21m | 19m | 18m | 17m |
Educational only, not investment advice. Figures are as filed with the SEC: pay from the proxy's pay-versus-performance table, capital allocation from 10-K XBRL data, insider trades from Form 4s over the last six months, events from the last 5 years of filings. The peer group is the one the company chose. See the method.