Issuer:

AutoZone, Inc.

Trade Date:

Settlement Date:

August 14, 2020 (T+ 8)*

Securities

$600,000,000 1.650% Senior

Notes due 2031 (the “Notes”)

Principal Amount:

$600,000,000

Maturity:

Interest Payment Dates:

January 15 and July 15 of each year, commencing on January 15, 2021

Benchmark Treasury:

UST 0.625% due May 15, 2030

Benchmark Treasury Price / Yield:

101-02+ / 0.512%

Spread to Benchmark Treasury:

+117 basis points

Yield to Maturity:

1.682%

Coupon (Interest Rate):

1.650%

Price to Public:

99.696%

Optional Redemption Provision:

The Notes will be redeemable at our option at any time in whole or in part. If the Notes are redeemed before October 15, 2030 (3 months prior to the maturity date of the Notes) (the “Par Call Date”), the redemption price will equal the greater of (i) 100% of the principal amount of the Notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Notes to be redeemed that would have been due if the Notes matured on the Par Call Date (not including any portion of such payments of interest accrued to the date of redemption) discounted at the Adjusted Treasury Rate (as defined in the Preliminary Prospectus Supplement), plus 20 basis points, plus accrued and unpaid interest thereon, if any, to, but excluding the date of redemption. If the Notes are redeemed on or after the Par Call Date, the redemption price for the Notes will equal 100% of the principal amount of the Notes to be redeemed, plus accrued and unpaid interest thereon, if any, to, but excluding the date of redemption.

Change of Control:

The occurrence of a Change of Control Triggering Event (as defined in the Preliminary Prospectus Supplement) will require AutoZone, Inc., to repurchase the Notes for cash at a price equal to 101% of the principal amount together with accrued and unpaid interest, if any, to the date of repurchase.

CUSIP/ISIN:

Joint Book-Running Managers:

Senior Co-Managers:

Co-Managers: