UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported):  November   2 9 , 201 2

 

O'REILLY AUTOMOTIVE, INC.

(Exact name of registrant as specified in its charter)

 

Missouri

000-21318

27-4358837

(State or other jurisdiction

of incorporation or

organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

233 South Patterson Avenue

Springfield, Missouri 65802

(Address of principal executive offices, Zip code)

 

(417) 862-6708

(Registrant's telephone number, including area code)

 

(Not Applicable)

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2):

 

             [  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

             [  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

             [  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

             [  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Section 8 – Other Events

 

Item 8.01   Other Events

 

On November   2 9 , 2012, Ted Wise ,   Chief Operating Officer and Co-President of O’Reilly Automotive, Inc. ( the “ Company”), established a plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, for the trading of the Company’s common stock.  The plan provides for   option exercises and subsequent sales of specified share amounts at specific market prices, subject to specified limitations .     The plan was established for the purpose of facilitating the exercise and subsequ ent sale of stock options with ten-year contractual li ves that are due to expire in February of 2015.     The plan was established during the Company’s unrestricted trading wind ow and at a time when Mr.  W ise was not in possession of material, non-public informatio n about the Company.  Mr. W ise has informed the Company that he will publicly disclose, as required by federal securities laws, any option exercise s and stock sales made under this plan.

 

 

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

Date:  November   30 , 2012

O’REILLY AUTOMOTIVE, INC.

 

 

 

By:  /s/ Thomas McFall

 

Thomas McFall

 

Executive Vice-President of Finance and Chief Financial Officer

 

(principal financial and accounting officer)

 

 

 

 

 

 

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