汽车地带美股招股说明书(2026-07-09版)

$850,000,000 AutoZone, Inc. $850,000,000 4.950% Senior Notes due 2031 We are offering $850,000,000 aggregate principal amount of 4.950% Senior Notes due 2031, referredto herein as the “notes”. We will pay interest on the notes semi-annually in arrears on January 15 and July15 each year, beginning on January 15, 2027. The notes will mature on July 15, 2031. We may redeem thenotes at our option, at any time in whole or from time to time in part, at the applicable redemption pricedescribed in this prospectus supplement under “Description of Notes — Optional Redemption.” If a Changeof Control Triggering Event, as defined herein, occurs, unless we have exercised our option to redeem thenotes, holders of the notes may require us to repurchase the notes at the price described in this prospectussupplement under “Description of Notes — Change of Control.” The notes will be senior unsecured obligations and will rank equally with our other senior unsecuredliabilities from time to time outstanding and senior to any future subordinated indebtedness. The notes willbe issued only in registered form in minimum denominations of $2,000 and integral multiples of $1,000 inexcess thereof. The notes are a new issue of securities with no established trading market. We do not intend to apply tolist the notes on any securities exchange or on any automated dealer quotation system. See “Risk Factors” beginning on pageS-4in this prospectus supplement, on page1of our Annual Reporton Form 10-K for the year ended August30, 2025 for a discussion of certain risks that you should consider inconnection with an investment in the notes. Per noteTotalPublic offering price99.908$849,218,000Underwriting discount0.602$5,117,000Proceeds (before expenses) to AutoZone, Inc.99.306$844,101,000(1)%(2)%% (1)Plus accrued interest, if any, from July 14, 2026, if settlement occurs after that date. (2)We refer you to “Underwriting” beginning on pageS-30of this prospectus supplement for additionalinformation regarding underwriting compensation. Neither the United States Securities and Exchange Commission nor any state securities commission hasapproved or disapproved of these notes or determined if this prospectus supplement or the accompanyingprospectus is truthful or complete. Any representation to the contrary is a criminal offense. The underwriters expect to deliver the notes in book-entry form only through the facilities of TheDepository Trust Company for the accounts of its participants, including Clearstream Banking, sociétéanonyme, and Euroclear Bank S.A./N.V., as operator of the Euroclear System, against payment in NewYork, New York on or about July 14, 2026. Joint Book-Running Managers US Bancorp BofA Securities Prospectus Supplement dated July 7, 2026 TABLE OF CONTENTS Prospectus Supplement The OfferingS-2Risk FactorsS-4Use of ProceedsS-8Description of NotesS-9Material United States Federal Income Tax ConsequencesS-25UnderwritingS-30Legal MattersS-37ExpertsS-37Where You Can Find More InformationS-37Incorporation of Certain Documents by ReferenceS-37 PROSPECTUS ABOUT THIS PROSPECTUSiiWHERE YOU CAN FIND MORE INFORMATIONiiINCORPORATION OF CERTAIN DOCUMENTS BY REFERENCEiiAUTOZONE, INC.1RISK FACTORS1FORWARD-LOOKING STATEMENTS1USE OF PROCEEDS2DESCRIPTION OF DEBT SECURITIES2PLAN OF DISTRIBUTION6LEGAL MATTERS7EXPERTS7 We are responsible for the information contained in this prospectus supplement, the accompanyingprospectus, any free writing prospectus filed by us with the United States Securities and Exchange Commission,or the “SEC,” and the documents incorporated by reference herein and therein filed by us with the SEC.Neither we nor the underwriters have authorized anyone to give any information other than that contained orincorporated by reference in this prospectus supplement and the accompanying prospectus or any free writingprospectus prepared by or on behalf of us to which we have referred you. Neither we nor the underwriters takeany responsibility for, or can provide any assurance as to the reliability of, any other information that othersgive you, and caution you not to rely on such information. In this prospectus supplement, any reference to anapplicable prospectus supplement may refer to or include a free writing prospectus, unless the context otherwiserequires. This prospectus supplement and the accompanying prospectus do not constitute an offer to sell or thesolicitation of an offer to buy any securities other than the securities to which they relate, nor do this prospectussupplement or the accompanying prospectus constitute an offer to sell or the solicitation of an offer to buysecurities in any jurisdiction to any person to whom it is unlawful to make such offer or solicitation in suchjurisdiction. You should not assume that the information contained in this prospectus supplement and theaccompanying prospectus is accurate on any date subsequent to the date set forth on the front of the applicabledocument. Our business, fi