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Companies Autozone Inc

Autozone (AZO): executive pay, fiscal 2026

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CEO total pay$11,236,964CEO Philip Daniele III · source
Say-on-pay support90.02%Latest vote · source
CEO vs. named peers29th pct.Of 7 peer CEOs
CEO pay ratio331:1To the median employee · source

CEO pay, last three years

  • $9,198,465FY2024
  • $9,636,414FY2025
  • $11,236,964FY2026

CEO total pay was $11,236,964 in fiscal 2026, up from $9,636,414 in fiscal 2025.

FY2026: salary $1,169,231 · bonus $0 · stock awards $17,829 · option awards $8,276,763

Executives and directors

Frequently asked questions

Who was the highest-paid executive at Autozone Inc in fiscal 2026?
As disclosed, Philip Daniele III (President & Chief Executive Officer) was the highest-paid executive at Autozone Inc in fiscal 2026, with total compensation of $11,236,964.
How does Autozone Inc's chief executive pay compare to its disclosed peer group?
As disclosed, Philip Daniele III's total compensation ranked at the 29th percentile of Autozone Inc's disclosed peer group.
What is Autozone Inc's CEO-to-median employee pay ratio?
As disclosed, Autozone Inc's CEO-to-median employee pay ratio was 331:1.
How did shareholders vote on Autozone Inc's executive compensation?
As disclosed, 90.02% of shareholders supported Autozone Inc's executive compensation in the latest say-on-pay vote.
How much does Autozone Inc spend in total on board compensation for fiscal 2026?
As disclosed, Autozone Inc reported total board compensation of $3,220,000 for fiscal 2026.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Full detail

Every table from the filing. Open any section.

Summary compensation table
Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Philip Daniele III$1,169,231$0$17,829$8,276,763$1,607,097$0$166,044$11,236,964
President & Chief Executive Officer
Kenneth Jaycox Jr.508,46205,007,4703,882,470322,558059,0589,780,018
Senior Vice President, Commercial
Thomas Newbern823,539005,909,820870,7280106,5897,710,676
Chief Operating Officer
Jamere Jackson823,539005,909,820870,7280106,3317,710,418
Chief Financial Officer
Eric Gould520,000004,933,364412,347048,8265,914,537
Executive Vice President, Merchandising, Marketing & Supply Chain

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2026 totalFY2025 totalFY2024 totalΔ FY2025→2026
Philip Daniele III$11,236,964$9,636,414$9,198,465↑ +1,600,550
Kenneth Jaycox Jr.9,780,0184,284,4985,397,092↑ +5,495,520
Thomas Newbern7,710,6766,890,4996,834,557↑ +820,177
Jamere Jackson7,710,4186,892,4066,877,610↑ +818,012
Eric Gould5,914,537———

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

Incentive-plan design — the Compensation Discussion & Analysis

AutoZone’s executive compensation program is designed around three primary Guiding Principles. Drive PERFORMANCE... Drive RETENTION... Drive SHAREHOLDER VALUE

CEO STI target (% of salary)130%
CEO LTI target (% of salary)—
Independent consultantPearl Meyer
Clawback policyTrue
Anti-hedgingTrue
Anti-pledgingTrue
Equity grants and outstanding awards

Grants of plan-based awards — fiscal year 2026

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Philip Daniele IIIOPTION2025-10-10——4,253—$6,207,574
Philip Daniele IIIOPTION2025-10-10——1,417—2,069,189
Jamere JacksonOPTION2025-10-10——4,049—5,909,820
Jamere JacksonPSU2025-10-10—————
Kenneth Jaycox Jr.RSU2026-08-28——1,688—4,999,788
Kenneth Jaycox Jr.PSU2026-08-28————8,889,940
Eric GouldOPTION2025-10-10——3,380—4,933,364
Thomas NewbernPSU2025-10-10—————
Kenneth Jaycox Jr.OPTION2025-10-10——2,660—3,882,470
Philip Daniele IIIPSU2026-03-31————8,294,592
Thomas NewbernOPTION2025-10-10——4,049—5,909,820
Eric GouldPSU2025-10-10—————

Vehicle mix — grant-date fair value by award type

Named executive officerTime-vested (RSU)Performance-vested (PSU)Options / SARs% performance-vested
Philip Daniele III$0$8,294,592$8,276,76350.1%
Jamere Jackson005,909,8200.0%
Kenneth Jaycox Jr.4,999,7888,889,9403,882,47050.0%
Eric Gould004,933,3640.0%
Thomas Newbern005,909,8200.0%

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

Outstanding equity awards at fiscal year-end 2026

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Philip Daniele IIIRSU1—$2,962
Philip Daniele IIIRSU2—5,924
Eric GouldOption9102,205.03—
Philip Daniele IIIOption1,0702,568.5—
Philip Daniele IIIOption1,3102,205.03—
Jamere JacksonOption1,3102,205.03—
Thomas NewbernOption1,3102,205.03—
Philip Daniele IIIOption1,4174,482.84—
Philip Daniele IIIOption1,5553,442.76—
Eric GouldOption2,0502,549.04—
Philip Daniele IIIOption2,6442,549.04—
Jamere JacksonOption2,6442,549.04—
Thomas NewbernOption2,6442,549.04—
Eric GouldOption2,9173,129.78—
Eric GouldOption3,3804,075.31—
Jamere JacksonOption3,4483,129.78—
Jamere JacksonOption4,0494,075.31—
Thomas NewbernOption4,0494,075.31—
Philip Daniele IIIOption4,2534,075.31—
Thomas NewbernOption4,5973,129.78—
Philip Daniele IIIOption4,7733,129.78—
Director compensation
DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
William C. Rhodes IIINot independent · Board Chair$0$530,000———$530,000
George R. Mrkonic JrIndependent · Audit0320,000———320,000
Brian P. HannaschIndependent · Lead Independent Director · Compensation0315,000———315,000
Linda A. GoodspeedIndependent · Audit (Chair)0310,000———310,000
Earl G. Graves JrIndependent · Nominating & Corp Gov (Chair)0300,000———300,000
Constantino SpasIndependent · Nominating & Corp Gov · Audit0295,000———295,000
Claire R. McDonoughIndependent · Audit0295,000———295,000
Michael A. GeorgeIndependent · Audit · Compensation0295,000———295,000
Gale V. KingIndependent · Nominating & Corp Gov0280,000———280,000
Jill A. SoltauIndependent · Nominating & Corp Gov0280,000———280,000
Philip B. Daniele IIIEmployee director—————0

Board fee structure and ownership guideline

Annual cash retainer$280,000
Annual equity retainer—
Per board meeting fee—
Committee chair fees (audit / comp / nom-gov)30,000 / 25,000 / 20,000
Stock ownership guideline$7

Total cost of the board

ComponentFY2026
Cash retainers and fees$0
Equity awards (grant-date value)$3,220,000
All other compensation$0
Total cost of the board$3,220,000

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

Peer group, and who names Autozone as a peer

Companies that benchmark against AZO

21 companies name AZO as a compensation peer

Each company listed discloses AZO in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named AZO in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

Disclosed peer group — fiscal year 2026

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Peer reciprocity

Of the companies Autozone Inc names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer’s own current proxy has been read — each mark is cited in the register to that peer’s filing. A dash means the peer’s current proxy was read and names no reciprocal group including Autozone Inc.

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company’s own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Tractor Supply Company2025Harry Lawton III$1,344,231$26,937,383$2,311,740$1,635,837$32,277,194
2Lowe's Companies2025Marvin Ellison1,544,23112,480,4674,262,8953,232,69321,581,889
3BJ's Wholesale Club2025Bob Eddy1,432,70112,499,86302,334,50016,678,036
4Dick's Sporting Goods2025Lauren Hobart1,393,26911,000,16602,438,22115,103,545
5W.W. Grainger2025D.G. Macpherson1,176,3708,451,81901,653,07511,609,508
6Autozone Inc2026Philip Daniele III1,169,23117,8298,276,7631,607,09711,236,964
7LKQ Corporation2025Justin Jude1,000,0006,500,02501,200,0008,767,864
8O'Reilly Automotive2025Brad Beckham1,098,79801,415,6571,645,8074,231,108

Each peer’s compensation is from its most recently filed proxy; fiscal years differ by company. Each peer’s figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Incentive design against the same peers

CompanyAnnual incentive payoutLong-term vehicle mixPSU measures include TSRCompensation consultant
Autozone Inc105.73%Options 100not disclosedPearl Meyer
BJ's Wholesale Club92%PSU 60 · RSU 40NoExequity, LLP
Dick's Sporting Goodsnot disclosedPSU 50 · RSU 50NoWillis Towers Watson
LKQ Corporation80.0%PSU 100NoFrederic W. Cook & Co., Inc. (F.W. Cook)
Lowe's Companies104.67%PSU 39 · RSA 30 · Stock Options 20NoSemler Brossy Consulting Group, LLC
O'Reilly Automotive146.3%not disclosednot disclosedEquilar, Inc.
Tractor Supply Company80.8%PSU 50 · Options 25 · RSU 25NoPearl Meyer & Partners, LLC
W.W. Grainger93%PSU 60 · RSU 40NoPay Governance, LLC

Read from each company’s Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company’s filing does not state the item.

Say-on-pay history and pay ratio
Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20252025-12-1712,397,3201,374,59034,89890.02%Passed
20242024-12-1812,708,6841,474,93939,26089.6%Passed
20232023-12-2011,797,5263,211,27027,94378.6%Passed
20222022-12-1414,110,8871,886,85218,16788.21%Passed
20212021-12-1515,224,0252,415,16724,09786.31%Passed
20202020-12-1617,270,0511,565,87219,91791.69%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year’s compensation.

Say-on-pay — history, company’s computation

Meeting yearMeeting dateApproval — company’s computation
20252025-12-1790.02%a
20242024-12-1889.6%b
20232023-12-2078.6%c

a. Approved under the standard stated in the filing — “This matter will be approved if the number of votes cast FOR the proposal exceeds the number of votes cast AGAINST the proposal.”.

b. Approved under the standard stated in the filing — “Abstentions and broker non-votes are not considered votes cast or shares entitled to vote with respect to this proposal and therefore will have no effect on the outcome of Proposal 3.”.

c. Approved under the standard stated in the filing — “Abstentions and broker non-votes are not considered votes cast or shares entitled to vote with respect to this proposal and therefore will have no effect on the outcome of Proposal 3.”.

Approval percentages are the company’s own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

CEO pay ratio

Ratio (CEO : median employee)331 : 1
CEO total compensation$9,636,414
Median employee compensation$29,017
Insider trades since the proxy

No insider equity transactions reported since the proxy statement.

Sources (50 citations)

Each figure is listed with the filing it comes from, where it appears in that filing, and the value as printed. Any figure can be independently confirmed against the source.

  • Section 01, Philip Daniele III. DEF 14A, filed 2026-10-27. Section “Summary Compensation Table” · page 62. As printed: 11,236,964. View filing ↗
  • Section 01, Kenneth Jaycox Jr.. DEF 14A, filed 2026-10-27. Section “Summary Compensation Table” · page 62. As printed: 9,780,018. View filing ↗
  • Section 01, Thomas Newbern. DEF 14A, filed 2026-10-27. Section “Summary Compensation Table” · page 62. As printed: 7,710,676. View filing ↗
  • Section 01, Jamere Jackson. DEF 14A, filed 2026-10-27. Section “Summary Compensation Table” · page 62. As printed: 7,710,418. View filing ↗
  • Section 01, Eric Gould. DEF 14A, filed 2026-10-27. Section “Summary Compensation Table” · page 62. As printed: 5,914,537. View filing ↗
  • Section 03, Philip Daniele III OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Philip Daniele III OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Jamere Jackson OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Jamere Jackson PSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Kenneth Jaycox Jr. RSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Kenneth Jaycox Jr. PSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Eric Gould OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Thomas Newbern PSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Kenneth Jaycox Jr. OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Philip Daniele III PSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Thomas Newbern OPTION. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 03, Eric Gould PSU. DEF 14A, filed 2026-10-27. Section “Grants of Plan-Based Awards” · grants of plan-based awards table. View filing ↗
  • Section 07, pay ratio. DEF 14A, filed 2025-10-28. Section “CEO Pay Ratio”. As printed: 331 : 1. View filing ↗
  • Section 08, William C. Rhodes III. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 530,000. View filing ↗
  • Section 08, George R. Mrkonic Jr. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 320,000. View filing ↗
  • Section 08, Brian P. Hannasch. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 315,000. View filing ↗
  • Section 08, Linda A. Goodspeed. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 310,000. View filing ↗
  • Section 08, Earl G. Graves Jr. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 300,000. View filing ↗
  • Section 08, Constantino Spas. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 295,000. View filing ↗
  • Section 08, Claire R. McDonough. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 295,000. View filing ↗
  • Section 08, Michael A. George. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 295,000. View filing ↗
  • Section 08, Gale V. King. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 280,000. View filing ↗
  • Section 08, Jill A. Soltau. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 280,000. View filing ↗
  • Section 08, Philip B. Daniele III. DEF 14A, filed 2026-10-27. Section “Director Compensation”. As printed: 0. View filing ↗
  • Section 06, 2025 vote. Form 8-K, filed 2025-12-19. Item 5.07 · say-on-pay result. As reported: 90.02% (votes for as printed: 12,397,320). View filing ↗
  • Section 06, 2024 vote. Form 8-K, filed 2024-12-20. Item 5.07 · say-on-pay result. As reported: 89.6% (votes for as printed: 12,708,684). View filing ↗
  • Section 06, 2023 vote. Form 8-K, filed 2023-12-20. Item 5.07 · say-on-pay result. As reported: 78.6% (votes for as printed: 11,797,526). View filing ↗
  • Section 01 trend, Δ column (computed). Computed. Δ = current-FY total − prior-FY total per named officer.
  • Section 03b vehicle mix (computed). Computed. RSU / PSU / Options grant-date fair values summed per officer from the grants table; % performance-vested = PSU ÷ (RSU+PSU+Options).
  • Section 09b board cost (computed). Computed. Cash 0 + equity 3,220,000 + all other 0 = 3,220,000, summed across the director compensation table rows.
  • Tractor Supply Company, Section 10b CEO total. DEF 14A, filed 2026-03-26. CEO total compensation as printed in Tractor Supply Company's own proxy. As printed: 32,277,194. View filing ↗
  • Lowe's Companies, Section 10b CEO total. DEF 14A, filed 2026-04-16. CEO total compensation as printed in Lowe's Companies's own proxy. As printed: 21,581,889. View filing ↗
  • BJ's Wholesale Club, Section 10b CEO total. DEF 14A, filed 2026-05-06. CEO total compensation as printed in BJ's Wholesale Club's own proxy. As printed: 16,678,036. View filing ↗
  • Dick's Sporting Goods, Section 10b CEO total. DEF 14A, filed 2026-05-01. CEO total compensation as printed in Dick's Sporting Goods's own proxy. As printed: 15,103,545. View filing ↗
  • W.W. Grainger, Section 10b CEO total. DEF 14A, filed 2026-03-10. CEO total compensation as printed in W.W. Grainger's own proxy. As printed: 11,609,508. View filing ↗
  • Autozone Inc (subject), Section 10b CEO total. DEF 14A, filed 2026-10-27. CEO total compensation as printed in Autozone Inc's own proxy. As printed: 11,236,964. View filing ↗
  • LKQ Corporation, Section 10b CEO total. DEF 14A, filed 2026-03-24. CEO total compensation as printed in LKQ Corporation's own proxy. As printed: 8,767,864. View filing ↗
  • O'Reilly Automotive, Section 10b CEO total. DEF 14A, filed 2026-03-27. CEO total compensation as printed in O'Reilly Automotive's own proxy. As printed: 4,231,108. View filing ↗
  • Section 10a, W.W. Grainger reciprocity. DEF 14A. W.W. Grainger names Autozone Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, BJ's Wholesale Club reciprocity. DEF 14A. BJ's Wholesale Club's most recent proxy was read; its disclosed peer group does not include Autozone Inc. View filing ↗
  • Section 10a, Dick's Sporting Goods reciprocity. DEF 14A. Dick's Sporting Goods names Autozone Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, LKQ Corporation reciprocity. DEF 14A. LKQ Corporation names Autozone Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Lowe's Companies reciprocity. DEF 14A. Lowe's Companies's most recent proxy was read; its disclosed peer group does not include Autozone Inc. View filing ↗
  • Section 10a, O'Reilly Automotive reciprocity. DEF 14A. O'Reilly Automotive names Autozone Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
  • Section 10a, Tractor Supply Company reciprocity. DEF 14A. Tractor Supply Company names Autozone Inc in its own disclosed peer group (read from its most recent proxy). View filing ↗
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