Every material Form 8-K O'Reilly Automotive filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
O'Reilly Automotive reported third quarter 2026 sales of $5.12 billion and diluted earnings per share of $0.97, representing a 9% increase in total sales and a 14% increase in earnings per share compared to the same period in 2025. Driven by strong performance and tariff refunds, the company raised its full-year 2026 guidance for comparable store sales, gross margin, and operating profit.
Third quarter sales increased 9% to $5.12 billion, with comparable store sales growing by 7.2%.
Diluted earnings per share for the third quarter rose 14% to $0.97, bolstered by a $39 million tariff refund benefit.
Full-year 2026 comparable store sales guidance was raised to a range of 5.5% to 6.5%.
O'Reilly Automotive issued and sold $1.6 billion of senior unsecured notes on August 14, 2026, in three series maturing in 2029, 2031 and 2037. The notes carry fixed rates from 4.800% to 5.550% and rank equally with the company's existing unsecured debt, which is a debt financing rather than a change in operations. The filing does not state how the proceeds will be used.
Issued $700 million of 4.800% notes due August 14, 2029, $500 million of 5.050% notes due August 14, 2031, and $400 million of 5.550% notes due March 14, 2037
Notes are not guaranteed by subsidiaries initially and are effectively junior to any future secured debt
Change of control repurchase price is 101% of principal plus accrued interest; an affiliate of the trustee was an underwriter
On August 10, 2026, O'Reilly Automotive entered into an underwriting agreement to issue $1.6 billion of senior notes in three tranches due 2029, 2031 and 2037. The company estimates net proceeds of about $1.59 billion, which it intends to use mainly to repay part of its commercial paper program, with any remainder for general corporate purposes. The filing adds new long-term debt for shareholders to track, but it does not report operating results.
$700 million of 4.800% senior notes due 2029, $500 million of 5.050% notes due 2031 and $400 million of 5.550% notes due 2037
Estimated net proceeds of approximately $1.59 billion after underwriting discounts and offering expenses
Proceeds intended first to repay part of commercial paper outstanding, with any remainder for general corporate purposes
Underwriting agreement dated August 10, 2026 with J.P. Morgan Securities LLC, Truist Securities, Inc. and Wells Fargo Securities, LLC as representatives
O'Reilly reported second quarter 2026 sales of $4.89 billion, up 8%, and diluted earnings per share of $0.86, up 10% from $0.78. It raised its full-year 2026 comparable store sales guidance to 4% to 6%, and its updated full-year diluted EPS guidance is $3.20 to $3.30. The company also repurchased $1.51 billion of its stock in the second quarter.
Q2 sales rose $367 million, or 8%, to $4.89 billion; comparable store sales rose 6.0%.
Q2 net income rose $46 million, or 7%, to $715 million; diluted EPS was $0.86 versus $0.78.
Full-year 2026 comparable store sales guidance was raised to 4% to 6%; diluted EPS guidance is $3.20 to $3.30.
Q2 share repurchases totaled $1.51 billion; about $1.33 billion remained under the current authorization as of July 29, 2026.
O'Reilly Automotive appointed Colin Yankee as Executive Vice President and Chief Supply Chain Officer, effective July 13, 2026, leading merchandise, inventory, distribution and transportation. He previously held the same title at Tractor Supply Company from February 2020, and the filing describes his pay package, which includes a $700,000 base salary and a $500,000 hiring stock option award.
Colin Yankee, age 49, starts as Executive Vice President and Chief Supply Chain Officer on July 13, 2026
Base salary of $700,000 with an annual incentive target of 85% of base salary
Hiring stock option award with a grant-date fair value of $500,000, granted July 13, 2026
Previously Chief Supply Chain Officer at Tractor Supply Company since February 2020
At its 2026 Annual Meeting on May 14, 2026, O'Reilly Automotive shareholders elected nine directors to serve until the 2027 annual meeting and approved the 2025 pay of its named executive officers on an advisory basis. Shareholders also ratified Ernst & Young LLP as auditor for fiscal 2026 and rejected a shareholder proposal on corporate political spending. The Board also approved a stock option award for Executive Chairman Greg Henslee with a grant-date fair value of $2 million.
Nine directors elected, including Greg Henslee, David O'Reilly and Maria A. Sastre, each for a term ending at the 2027 annual meeting
Advisory say-on-pay vote: 613,777,069 shares for and 53,995,103 against
Ernst & Young LLP ratified as independent auditor for the year ending December 31, 2026, with 695,116,311 shares for and 45,241,655 against
Political spending shareholder proposal rejected: 292,670,896 shares for and 369,391,768 against
O'Reilly Automotive reported first quarter 2026 sales of $4.56 billion, up 10%, and diluted earnings per share of $0.72, up 16% from $0.62 a year earlier. The company also published updated full-year 2026 guidance, including diluted EPS of $3.15 to $3.25, which gives shareholders a current outlook.
Sales rose $424 million, or 10%, to $4.56 billion; comparable store sales grew 8.1%
Net income rose 12% to $604 million; operating income rose 14% to $842 million
Updated 2026 guidance: diluted EPS of $3.15 to $3.25 and total revenue of $18.7 billion to $19.0 billion
Repurchased $923 million of stock in the first quarter and a further $338 million after quarter end
O'Reilly Automotive issued and sold $850 million of 5.100% Senior Notes due March 12, 2036, under a supplemental indenture dated March 12, 2026. The notes are unsecured senior obligations, ranking equally with the company's other unsecured debt, and add to the company's long-term borrowings.
Principal amount: $850 million; interest of 5.100% per year, payable March 12 and September 12, starting September 12, 2026
Maturity date: March 12, 2036; the company may redeem at any time before December 12, 2035 at a make-whole price plus 15 basis points
Change of control: holders may require repurchase at 101% of principal plus accrued interest; notes are not initially guaranteed by subsidiaries
Notes were registered under a Form S-3 shelf that became effective April 1, 2025; an affiliate of the trustee was an underwriter
O'Reilly Automotive entered into an underwriting agreement on March 5, 2026 to issue and sell $850 million of 5.100% senior notes due 2036. The company expects about $841 million in net proceeds, which it plans to use to repay its 3.550% senior notes due 2026, reduce commercial paper borrowings and for general corporate purposes.
Principal amount: $850 million of 5.100% senior notes due 2036
Estimated net proceeds: approximately $841 million after underwriting discounts and expenses
Proceeds to repay 3.550% senior notes due 2026 at maturity and a portion of commercial paper
Underwriters are BofA Securities, J.P. Morgan Securities and Wells Fargo Securities
O'Reilly Automotive reported fourth-quarter 2025 sales of $4.41 billion, up 8%, and diluted earnings per share of $0.71, up 13%. The company also issued 2026 guidance calling for diluted EPS of $3.10 to $3.20 and total revenue of $18.7 billion to $19.0 billion, both above 2025 levels, for shareholders evaluating the year ahead.
Q4 2025 sales rose $319 million, or 8%, to $4.41 billion; comparable store sales grew 5.6%
Q4 2025 operating income rose 12% to $829 million; diluted EPS was $0.71 versus $0.63 a year earlier
Full-year 2026 guidance: diluted EPS $3.10 to $3.20 and total revenue $18.7 billion to $19.0 billion
CEO Brad Beckham said SG&A again exceeded company expectations in Q4 due to health care and casualty claim cost inflation
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every O'Reilly Automotive filing is on SEC EDGAR ↗. 8-K briefs of other companies →