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AUTOZONE INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and AUTOZONE INC.’s Form 8-K, filed 2023-12-20 (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 23Reported items
  • 884Asset managers
  • 13,223Fund votes
  • 2023-12-20Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore AUTOZONE INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by AUTOZONE INC.

These tallies are AUTOZONE INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2023-12-20 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

AUTOZONE INC. — official shareholder meeting results, meeting held 2023-12-20
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Michael A. George 14,914,311101,66920,759 --948,077 Majority: yes
Elect Director: Linda A. Goodspeed 14,312,866703,36420,509 --948,077 Majority: yes
Elect Director: Earl G. Graves, Jr. 13,484,6691,474,04278,028 --948,077 Majority: yes
Elect Director: Enderson Guimaraes 14,334,570679,88422,285 --948,077 Majority: yes
Elect Director: Brian P. Hannasch 14,666,670348,80921,260 --948,077 Majority: yes
Elect Director: D. Bryan Jordan 14,148,800865,40822,531 --948,077 Majority: yes
Elect Director: Gale V. King 14,598,228417,72720,784 --948,077 Majority: yes
Elect Director: George R. Mrkonic, Jr. 13,104,4941,855,01977,226 --948,077 Majority: yes
Elect Director: William C. Rhodes, III 13,617,8571,352,05166,831 --948,077 Majority: yes
Elect Director: Jill A. Soltau 14,750,983263,61522,141 --948,077 Majority: yes
Proposal 2 . The Company's stockholders ratified the appointment of Ernst & Young LLP as AutoZone's independent registered public accounting firm for the 2024 fiscal year. 14,766,1331,197,60621,077 ---- Majority: yes
Proposal 3 . The Company's stockholders approved, on an advisory, non-binding basis, the compensation of AutoZone's named executive officers. 11,797,5263,211,27027,943 --948,077 Majority: yes

Source: AUTOZONE INC., Form 8-K, filed with the SEC on 2023-12-20 — read the filing on EDGAR.

How asset managers voted at the AUTOZONE INC. 2023-2024 meeting

Each item below shows how the 884 asset managers that disclosed a AUTOZONE INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of AUTOZONE INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Approval of an advisory vote on the compensation of named executive officers

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 23 wordings of this item as funds reported it.

79% Majority: yes · of votes cast

FOR 79%AGAINST 21%
FOR: 11,797,526AGAINST: 3,211,270

AUTOZONE INC.’s own tally for this item (“Proposal 3 . The Company's stockholders approved, on an advisory, non-binding basis, the compensation of AutoZone's named executive officers.”): 11,797,526 for, 3,211,270 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 68% for, 19% against (87% of the company cast a for/against vote).

The 835 asset managers below cast 84% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the company's reported shares outstanding.

FOR 84%AGAINST 16%
FOR: 83.9%AGAINST: 16.1%ABSTAIN: 0.0%NOT VOTED: 0.0%1 YEAR: 0.0%ONE YEAR: 0.0%
Largest asset managers voting on “Approval of an advisory vote on the compensation of named executive officers” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Strategic Global Advisors, LLC2,000,0000 00For
Vanguard1,809,5485,876 00For
JPMorgan1,609,7780 00For
Fidelity1,406,2400 00For
BlackRock1,010,212359 00For
Idaho Trust Bank1,000,0000 00For
State Street608,2950 00For
Fiera Capital Corp446,6260 00For
T. Rowe Price431,90710,332 00For
GEODE CAPITAL MANAGEMENT, LLC405,2430 00For
John Hancock322,114380 00For
Parnassus0310,994 00Against
Wellington292,4110 00For
RBC Global Asset Management (U.S.)240,0000 00For
Invesco0229,039 00Against
FIRST MANHATTAN CO. LLC.228,5050 00For
Charles Schwab203,6970 00For
Union Investment Privatfonds GmbH0183,487 00Against
AllianceBernstein176,0620 00For
ONTARIO TEACHERS PENSION PLAN BOARD159,2000 00For
Man Group plc0153,230 00Against
Robeco Institutional Asset Management B.V.0141,938 00Against
NORDEA INVESTMENT MANAGEMENT AB0138,870 00Against
SEI0121,137 00Against
Amundi0120,370 00Against

Showing the 25 largest of 835 asset managers. See all 835 in the interactive database.

2. Advisory vote on the frequency of future advisory votes on named executive officer compensation.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

99.9% fund support · no official result

7%ONE YEAR 79%12%

The 532 asset managers below cast 99.9% of the shares they voted on this item FOR (1,037,399 for, 0 against).

FOR: 1,037,399 (7.1%)AGAINST: 0 (0.0%)ABSTAIN: 6,144 (0.0%)ONE YEAR: 11,628,059 (79.2%)1 YEAR: 1,829,685 (12.5%)1-YEAR: 95,764 (0.7%)THREE YEARS: 42,632 (0.3%)1YR: 28,022 (0.2%)2 YEARS: 1,804 (0.0%)2 YEAR: 1,599 (0.0%)1: 1,315 (0.0%)NOT VOTED: 449 (0.0%)1YEAR: 286 (0.0%)3 YEARS: 71 (0.0%)SHARES YEAR 1: 10 (0.0%)TWO YEARS: 5 (0.0%)
Largest asset managers voting on “Advisory vote on the frequency of future advisory votes on named executive officer compensation.” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Strategic Global Advisors, LLC00 00One Year
Vanguard00 00One Year
Fidelity00 00One Year
BlackRock00 00One Year
Idaho Trust Bank1,000,0000 00For
State Street00 00One Year
T. Rowe Price00 00One Year
GEODE CAPITAL MANAGEMENT, LLC00 00One Year
Parnassus00 00One Year
Wellington00 001 Year
RBC Global Asset Management (U.S.)00 00One Year
Invesco00 00One Year
Charles Schwab00 001 Year
AllianceBernstein00 00One Year
ONTARIO TEACHERS PENSION PLAN BOARD00 001 Year
Man Group plc00 001 Year
Robeco Institutional Asset Management B.V.00 001 Year
SEI00 001 Year
Amundi00 00One Year
CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM00 001 Year
Bridgewater00 001 Year
MELLON INVESTMENTS Corp00 00One Year
Legal & General Investment Management Ltd00 00One Year
BLS CAPITAL FONDSMAEGLERSELSKAB A/S00 001-Year
John Hancock00 00One Year

Showing the 25 largest of 532 asset managers. See all 532 in the interactive database.

3. Approval vote on the frequency of future advisory votes on named executive officer compensation

SECTION 14A SAY-ON-PAY VOTESSECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

Combines 4 wordings of this item as funds reported it.

99.9% fund support · no official result

1 YEAR 95%

The 269 asset managers below cast 99.9% of the shares they voted on this item FOR (5,006 for, 3 against).

FOR: 5,006 (0.2%)AGAINST: 3 (0.0%)ABSTAIN: 22 (0.0%)1 YEAR: 2,040,926 (94.6%)1-YEAR: 59,324 (2.7%)3 YEARS: 47,763 (2.2%)ONE YEAR: 4,048 (0.2%)3 YEAR: 118 (0.0%)1: 25 (0.0%)2 YEARS: 25 (0.0%)
Largest asset managers voting on “Approval vote on the frequency of future advisory votes on named executive officer compensation” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
JPMorgan2,8530 001 Year
John Hancock00 001 Year
FIRST MANHATTAN CO. LLC.00 001 Year
Northern Trust00 001 Year
Jackson National00 001 Year
Evercore Wealth Management, LLC00 001-Year
NEW SOUTH CAPITAL MANAGEMENT INC00 001 Year
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC00 001 Year
Ensign Peak Advisors, Inc00 003 Years
PNC BANK, NATIONAL ASSOCIATION00 001 Year
ENVESTNET ASSET MANAGEMENT INC00 001 Year
AMANA MUTUAL FUNDS TRUST00 001 Year
Bridge Builder Trust00 001 Year
CARILLON SERIES TRUST00 001 Year
RAYMOND JAMES & ASSOCIATES00 001 Year
Natixis00 001 Year
FENIMORE ASSET MANAGEMENT TRUST00 001 Year
FENIMORE ASSET MANAGEMENT INC00 001 Year
Korea Investment CORP00 001 Year
Petrus Trust Company, LTA00 001 Year
Retirement Systems of Alabama00 001 Year
Corient Private Wealth LLC00 001 Year
Candlestick Capital Management LP00 001 Year
WEDGE CAPITAL MANAGEMENT L L P/NC00 001 Year
LAWSON KROEKER INVESTMENT MANAGEMENT INC/NE00 001 Year

Showing the 25 largest of 269 asset managers. See all 269 in the interactive database.

4. Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the 2024 fiscal year.

AUDIT-RELATEDMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 9 wordings of this item as funds reported it.

92% Majority: yes · of votes cast

FOR 92%8%
FOR: 14,766,133AGAINST: 1,197,606

AUTOZONE INC.’s own tally for this item (“Proposal 2 . The Company's stockholders ratified the appointment of Ernst & Young LLP as AutoZone's independent registered public accounting firm for the 2024 fiscal year.”): 14,766,133 for, 1,197,606 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 85% for, 7% against (92% of the company cast a for/against vote).

The 182 asset managers below cast 99.7% of the shares they voted on this item FOR (5,663,282 for, 13,279 against).

FOR 99.6%
FOR: 5,663,282 (99.7%)AGAINST: 13,279 (0.2%)ABSTAIN: 4,648 (0.1%)
Largest asset managers voting on “Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for ” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9128 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable27,882500 00For
Columbia Threadneedle25,9070 00For
Nationwide22,9041,394 00For
Virtus18,2952,425 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,297444 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 182 asset managers. See all 182 in the interactive database.

5. Election of Directors: Michael A. George

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%
FOR: 14,914,311AGAINST: 101,669

AUTOZONE INC.’s own tally for this item (“Elect Director: Michael A. George”): 14,914,311 for, 101,669 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 86% for, 0.6% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.9% of the shares they voted on this item FOR (5,672,252 for, 16 against).

FOR 99.9%
FOR: 5,672,252 (99.9%)AGAINST: 16 (0.0%)ABSTAIN: 4,649 (0.1%)
Largest asset managers voting on “Election of Directors: Michael A. George” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide24,2980 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

6. Election of Directors: Linda A. Goodspeed

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 14,312,866AGAINST: 703,364

AUTOZONE INC.’s own tally for this item (“Elect Director: Linda A. Goodspeed”): 14,312,866 for, 703,364 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 83% for, 4% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.9% of the shares they voted on this item FOR (5,669,169 for, 3,098 against).

FOR 99.8%
FOR: 5,669,169 (99.9%)AGAINST: 3,098 (0.1%)ABSTAIN: 4,649 (0.1%)
Largest asset managers voting on “Election of Directors: Linda A. Goodspeed” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide22,9041,394 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

7. Election of Directors: Earl G. Graves, Jr.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%10%
FOR: 13,484,669AGAINST: 1,474,042

AUTOZONE INC.’s own tally for this item (“Elect Director: Earl G. Graves, Jr.”): 13,484,669 for, 1,474,042 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 78% for, 9% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.2% of the shares they voted on this item FOR (5,630,574 for, 40,769 against).

FOR 99.1%
FOR: 5,630,574 (99.2%)AGAINST: 40,769 (0.7%)ABSTAIN: 5,352 (0.1%)
Largest asset managers voting on “Election of Directors: Earl G. Graves, Jr.” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9128 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust30,713648 00For
Equitable27,8820 5000For
Columbia Threadneedle025,907 00Against
Nationwide22,9041,394 00For
Virtus18,2952,425 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,297222 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

8. Election of Directors: Enderson Guimaraes

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 6 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 14,334,570AGAINST: 679,884

AUTOZONE INC.’s own tally for this item (“Elect Director: Enderson Guimaraes”): 14,334,570 for, 679,884 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 83% for, 4% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.8% of the shares they voted on this item FOR (5,664,401 for, 7,867 against).

FOR 99.7%
FOR: 5,664,401 (99.8%)AGAINST: 7,867 (0.1%)ABSTAIN: 4,649 (0.1%)
Largest asset managers voting on “Election of Directors: Enderson Guimaraes” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust30,713648 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide24,2980 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

9. Election of Directors: Brian P. Hannasch

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 14,666,670AGAINST: 348,809

AUTOZONE INC.’s own tally for this item (“Elect Director: Brian P. Hannasch”): 14,666,670 for, 348,809 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 85% for, 2% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.2% of the shares they voted on this item FOR (5,630,155 for, 42,225 against).

FOR 99.1%
FOR: 5,630,155 (99.2%)AGAINST: 42,225 (0.7%)ABSTAIN: 4,800 (0.1%)
Largest asset managers voting on “Election of Directors: Brian P. Hannasch” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST040,000 00Against
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide22,9041,394 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

10. Election of Directors: Gale V. King

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 14,598,228AGAINST: 417,727

AUTOZONE INC.’s own tally for this item (“Elect Director: Gale V. King”): 14,598,228 for, 417,727 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 84% for, 2% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.9% of the shares they voted on this item FOR (5,669,933 for, 2,183 against).

FOR 99.8%
FOR: 5,669,933 (99.9%)AGAINST: 2,183 (0.0%)ABSTAIN: 4,800 (0.1%)
Largest asset managers voting on “Election of Directors: Gale V. King” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide22,9041,394 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

11. Election of Directors: George R. Mrkonic, Jr.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

88% Majority: yes · of votes cast

FOR 88%12%
FOR: 13,104,494AGAINST: 1,855,019

AUTOZONE INC.’s own tally for this item (“Elect Director: George R. Mrkonic, Jr.”): 13,104,494 for, 1,855,019 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 76% for, 11% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.3% of the shares they voted on this item FOR (5,634,039 for, 38,003 against).

FOR 99.2%
FOR: 5,634,039 (99.2%)AGAINST: 38,003 (0.7%)ABSTAIN: 4,652 (0.1%)
Largest asset managers voting on “Election of Directors: George R. Mrkonic, Jr.” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9128 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust30,713648 00For
Equitable28,3820 00For
Columbia Threadneedle025,907 00Against
Nationwide22,9041,394 00For
Virtus18,2952,425 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,297222 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

12. Election of Directors: William C. Rhodes, III

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 7 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%
FOR: 13,617,857AGAINST: 1,352,051

AUTOZONE INC.’s own tally for this item (“Elect Director: William C. Rhodes, III”): 13,617,857 for, 1,352,051 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 79% for, 8% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.8% of the shares they voted on this item FOR (5,662,070 for, 9,497 against).

FOR 99.7%
FOR: 5,662,070 (99.7%)AGAINST: 9,497 (0.2%)ABSTAIN: 5,349 (0.1%)
Largest asset managers voting on “Election of Directors: William C. Rhodes, III” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable27,8820 5000For
Columbia Threadneedle25,9070 00For
Nationwide24,2980 00For
Virtus18,2952,425 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

13. Election of Directors: Jill A. Soltau

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 14,750,983AGAINST: 263,615

AUTOZONE INC.’s own tally for this item (“Elect Director: Jill A. Soltau”): 14,750,983 for, 263,615 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 85% for, 2% against (87% of the company cast a for/against vote).

The 179 asset managers below cast 99.9% of the shares they voted on this item FOR (5,667,447 for, 4,669 against).

FOR 99.8%
FOR: 5,667,447 (99.8%)AGAINST: 4,669 (0.1%)ABSTAIN: 4,800 (0.1%)
Largest asset managers voting on “Election of Directors: Jill A. Soltau” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide24,2980 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 179 asset managers. See all 179 in the interactive database.

14. Election of Directors: D. Bryan Jordan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2023-12-20.

Combines 5 wordings of this item as funds reported it.

94% Majority: yes · of votes cast

FOR 94%
FOR: 14,148,800AGAINST: 865,408

AUTOZONE INC.’s own tally for this item (“Elect Director: D. Bryan Jordan”): 14,148,800 for, 865,408 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 82% for, 5% against (87% of the company cast a for/against vote).

The 178 asset managers below cast 99.8% of the shares they voted on this item FOR (5,661,148 for, 10,705 against).

FOR 99.7%
FOR: 5,661,148 (99.7%)AGAINST: 10,705 (0.2%)ABSTAIN: 4,800 (0.1%)
Largest asset managers voting on “Election of Directors: D. Bryan Jordan” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,737,9640 00For
Fidelity884,8440 00For
JPMorgan768,6310 00For
BlackRock458,0310 00For
John Hancock241,8500 00For
Parnassus149,5700 00For
State Street141,9370 00For
T. Rowe Price135,6910 00For
Invesco109,6160 00For
Charles Schwab99,8620 00For
Jackson National70,2820 00For
TIAA60,1830 00For
Hartford55,9200 00For
SEI49,7980 00For
AMANA MUTUAL FUNDS TRUST40,0000 00For
Waddell & Reed32,6030 00For
Dimensional32,5810 00For
Bridge Builder Trust31,3610 00For
Equitable28,3820 00For
Columbia Threadneedle25,9070 00For
Nationwide24,2980 00For
Virtus20,7200 00For
CARILLON SERIES TRUST20,3370 00For
Brighthouse14,7410 4,6480For
FENIMORE ASSET MANAGEMENT TRUST18,2650 00For

Showing the 25 largest of 178 asset managers. See all 178 in the interactive database.

15. Advisory Vote on Say on Pay Frequency

SECTION 14A SAY-ON-PAY VOTESSECTION 14A SAY-ON-PAY VOTESSECTION 14A SAY-ON-PAY VOTESSECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

97% fund support · no official result

14%ONE YEAR 84%

The 27 asset managers below cast 97% of the shares they voted on this item FOR (143,423 for, 5,043 against).

FOR: 143,423 (13.6%)AGAINST: 5,043 (0.5%)ONE YEAR: 889,502 (84.1%)1-YEAR: 18,367 (1.7%)1 YEAR: 533 (0.1%)THREE YEARS: 175 (0.0%)1: 60 (0.0%)
Largest asset managers voting on “Advisory Vote on Say on Pay Frequency” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
JPMorgan00 00One Year
NORDEA INVESTMENT MANAGEMENT AB138,8700 00For
APG Asset Management US Inc.00 00One Year
ADAGE CAPITAL PARTNERS GP, L.L.C.00 001-Year
Tredje AP-fonden00 00One Year
TD ASSET MANAGEMENT INC00 00One Year
STOREBRAND ASSET MANAGEMENT AS00 00One Year
Desjardins Global Asset Management Inc.00 00One Year
OSSIAM00 00One Year
FJARDE AP-FONDEN /FOURTH SWEDISH NATIONAL PENSION FUND05,043 00Against
Carmel Capital Management L.L.C.2,8130 00For
Empower00 00One Year
Regime de rentes du Mouvement Desjardins00 00One Year
Coyle Financial Counsel LLC1,4140 00For
Triasima Portfolio Management inc.00 00One Year
SAM Investment Holdings, S.L.00 00One Year
ADVISORY RESEARCH INC00 00One Year
TIMOTHY PLAN00 001 Year
Metzler Asset Management GmbH00 00One Year
Vinva Investment Management Ltd3190 00For
Brighthouse00 00One Year
Symmetry Panoramic Trust00 00Three Years
iA Global Asset Management Inc.00 00One Year
Qtron Investments LLC00 001-Year
Convergence Investment Partners, LLC00 001

Showing the 25 largest of 27 asset managers. See all 27 in the interactive database.

16. Section 14a Executive Compensation

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2023-12-20.

79% Majority: yes · of votes cast

FOR 79%AGAINST 21%
FOR: 11,797,526AGAINST: 3,211,270

AUTOZONE INC.’s own tally for this item (“Proposal 3 . The Company's stockholders approved, on an advisory, non-binding basis, the compensation of AutoZone's named executive officers.”): 11,797,526 for, 3,211,270 against, per its Form 8-K filed 2023-12-20 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 68% for, 19% against (87% of the company cast a for/against vote).

The 14 asset managers below cast 81% of the shares they voted on this item FOR (29,966 for, 6,839 against).

FOR 81%AGAINST 19%
FOR: 29,966 (81.4%)AGAINST: 6,839 (18.6%)1 YEAR: 9 (0.0%)TWO YEARS: 1 (0.0%)
Largest asset managers voting on “Section 14a Executive Compensation” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Cornerstone Investment Partners, LLC23,3110 00For
Vancity Investment Management Ltd06,764 00Against
JACKSON HILL ADVISORS, LLC3,4250 00For
FORUM FUNDS2,2840 00For
Penobscot Investment Management Company, Inc.6030 00For
Aristides Capital LLC2000 00For
TOWNSEND ASSET MANAGEMENT CORP /NC/ /ADV840 00For
Baker Avenue Asset Management, LP075 00Against
GRIMES & COMPANY, INC.570 00For
ZIMMERMANN INVESTMENT MANAGEMENT & PLANNING LLC00 001 Year
Pinnacle Family Advisors, LLC20 00For
Barnett & Company, Inc.00 00Two Years
Port Capital LLC00 00--
SCHOLTZ & COMPANY, LLC00 00--

17. 14A Executive Compensation Vote Frequency

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

Combines 2 wordings of this item as funds reported it.

100% fund support · no official result

1 YEAR 97%

The 9 asset managers below cast 100% of the shares they voted on this item FOR (9 for, 0 against).

FOR: 9 (0.0%)1 YEAR: 23,568 (97.1%)1: 603 (2.5%)3 YEARS: 84 (0.3%)2 YEARS: 15 (0.1%)
Largest asset managers voting on “14A Executive Compensation Vote Frequency” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Cornerstone Investment Partners, LLC00 001 Year
Penobscot Investment Management Company, Inc.00 001
Aristides Capital LLC00 001 Year
TOWNSEND ASSET MANAGEMENT CORP /NC/ /ADV00 003 Years
GRIMES & COMPANY, INC.00 001 Year
OLD SECOND NATIONAL BANK OF AURORA00 002 Years
ZIMMERMANN INVESTMENT MANAGEMENT & PLANNING LLC90 00For
Baker Avenue Asset Management, LP00 00--
Port Capital LLC00 00--

18. Approval of an advisory vote on the compensation of named executive officers

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2024-12-18 (outside the 2023-2024 season's 1 July to 30 June window; reported in this season's filings).

Combines 2 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%10%
FOR: 12,708,684AGAINST: 1,474,939

AUTOZONE INC.’s own tally for this item (“Proposal 3 . The Company's shareholders approved, on an advisory, non-binding basis, the compensation of AutoZone's named executive officers.”): 12,708,684 for, 1,474,939 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 17,291,904 outstanding shares: 73% for, 9% against (82% of the company cast a for/against vote).

The 3 asset managers below cast 100% of the shares they voted on this item FOR (750 for, 0 against).

FOR 100%
FOR: 750 (100.0%)
Largest asset managers voting on “Approval of an advisory vote on the compensation of named executive officers” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Freedom Day Solutions, LLC7430 00For
Foster Victor Wealth Advisors, LLC50 00For
Meixler Investment Management, Ltd.20 00For

19. Election of Directors (Majority Voting)

DIRECTOR ELECTIONS

Meeting held 2023-12-20.

All nominees (reported as one line). These filers reported the election of directors as a single line covering every nominee. It is not attributed to any one director, and no share total is shown for it.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR.

FOR: 100.0%
Largest asset managers voting on “Election of Directors (Majority Voting)” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
FORUM FUNDS2,2840 00For
ZIMMERMANN INVESTMENT MANAGEMENT & PLANNING LLC90 00For

20. Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Abstain

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 184,474 against).

AGAINST: 184,474 (100.0%)
Largest asset managers voting on “Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Abstain” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Union Investment Privatfonds GmbH0183,487 00Against
Union Investment Institutional GmbH0987 00Against

21. Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 1 Year

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (184,474 for, 0 against).

FOR: 184,474 (100.0%)
Largest asset managers voting on “Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 1 Year” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Union Investment Privatfonds GmbH183,4870 00For
Union Investment Institutional GmbH9870 00For

22. Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 2 Years

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 184,474 against).

AGAINST: 184,474 (100.0%)
Largest asset managers voting on “Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 2 Years” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Union Investment Privatfonds GmbH0183,487 00Against
Union Investment Institutional GmbH0987 00Against

23. Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 3 Years

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2023-12-20.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 184,474 against).

AGAINST: 184,474 (100.0%)
Largest asset managers voting on “Frequency of Advisory Vote on Executive Compensation: Please Vote on this Resolution to Approve 3 Years” at AUTOZONE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Union Investment Privatfonds GmbH0183,487 00Against
Union Investment Institutional GmbH0987 00Against

Largest AUTOZONE INC. shareholders voting in 2023-2024

Ranked by the number of AUTOZONE INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 17,291,904 shares outstanding at the time of that meeting.

Top AUTOZONE INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Strategic Global Advisors, LLC 11.57%
2Vanguard 10.50%
3JPMorgan 9.31%
4Fidelity 8.13%
5BlackRock 5.84%
6Idaho Trust Bank 5.78%
7State Street 3.52%
8Fiera Capital Corp 2.58%
9T. Rowe Price 2.56%
10GEODE CAPITAL MANAGEMENT, LLC 2.34%

Reported AUTOZONE INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

AUTOZONE INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
Vanguard Group 10.40% 13F
BlackRock 7.35% 13F
State Street 4.20% 13F
JPMorgan Chase 3.09% 13F
Morgan Stanley 2.42% 13F
Geode Capital 2.33% 13F
FMR (Fidelity) 1.84% 13F
Wellington Management 1.66% 13F
Norges Bank 1.55% 13F
T. Rowe Price 1.23% 13F

Percentages above are of 17,291,904 shares outstanding, as reported by AUTOZONE INC. on its Form 10-Q dated 2023-12-11 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from AUTOZONE INC.’s 10-Q dated 2023-12-11. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At AUTOZONE INC.'s shareholder meeting held 2023-12-20, in the 2023-2024 proxy season, 884 asset managers reported how they voted in their SEC Form N-PX filings, covering 13,223 separate fund positions. Their filings are grouped here into 23 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Approval of an advisory vote on the compensation of named executive officers — FOR was 79% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: AUTOZONE INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2023-12-20.

AUTOZONE INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.