---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-23-119906"
form_type: "8-K"
ticker: "ORLY"
cik: "0000898173"
company_name: "O REILLY AUTOMOTIVE INC"
filed_at: "2023-11-20T23:59:59+00:00"
generated_at: "2026-06-07T23:43:34.691707+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# O'Reilly Automotive issues $750M 5.750% Senior Notes due 2026

## Summary
- $750M aggregate principal, 5.750% coupon, matures Nov 20, 2026.
- Interest payable semi-annually on May 20 and Nov 20, beginning May 20, 2024.
- Notes are unsecured senior obligations, ranking equally with existing senior notes.
- Redeemable prior to Oct 20, 2026 at make-whole plus 15 bps; thereafter at par.
- Change of control put at 101% of principal plus accrued interest.

## SEC filing metadata
- accession: 0001104659-23-119906
- form_type: 8-K
- ticker: ORLY
- cik: 0000898173
- company_name: O REILLY AUTOMOTIVE INC
- filed_at: 2023-11-20T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/898173/000110465923119906/0001104659-23-119906-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/898173/000110465923119906/tm2330979d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-23-119906
- JSON: https://secwatch.observer/filing/0001104659-23-119906.json
- Plain text: https://secwatch.observer/filing/0001104659-23-119906.txt

## Key facts
- Material Agreements
  O REILLY AUTOMOTIVE INC entered into Fifth Supplemental Indenture with U.S. Bank Trust Company, National Association valued at $750 million (effective 2023-11-20).
  - Action: entry
  - Agreement: notes offering
  - Counterparty: U.S. Bank Trust Company, National Association
  - Value: $750 million
  - Effective: 2023-11-20
  source text: On November 20, 2023 (the "Closing Date"), O’Reilly Automotive, Inc. (the "Company") issued and sold $750 million aggregate principal amount of the Company’s 5.750% Senior Notes due 2026 (the "Notes"). The terms of the Notes are governed by an Indenture, dated as of May 20, 2019 (the "Base Indenture"), by and between the Company and U.S. Bank Trust Company, National Association (f/k/a U.S. Bank National Association) (the "Trustee"), as supplemented by the Fifth Supplemental Indenture, dated as of the Closing Date (the "Supplemental Indenture" and, together with the Base Indenture, the "Indenture"), by and between the Company and the Trustee.
  evidence_url: https://www.sec.gov/Archives/edgar/data/898173/000110465923119906/0001104659-23-119906-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.