JOHNSON GREGORY D 4

What Happened

• Gregory D. Johnson, a director of O'Reilly Automotive (ORLY), was granted 2,035 restricted share awards on May 15, 2026. The award price reported was $88.49 per share, for a total value of $180,077. This filing reports an award (code A), not an open-market purchase or sale.

Key Details

• Transaction date and price: May 15, 2026 — 2,035 shares @ $88.49 each (total $180,077).
• Shares owned after transaction: 77,213 shares held directly + 2,035 unvested restricted shares = 79,248 total reported beneficially owned.
• Vesting: The restricted share awards vest in one installment on May 13, 2027 (footnote F1).
• Footnotes: F2 clarifies the post-transaction total includes the 2,035 unvested awards plus 77,213 directly held shares.
• Filing timeliness: Form 4 filed May 18, 2026 — this appears to be a timely filing (within the two business-day window following the May 15 transaction).

Context

• These were restricted share awards (company compensation/retention awards). Because the shares are unvested until May 13, 2027, they are not immediately tradable and generally reflect compensation rather than a direct market bet by the insider. As always, awards are factual disclosures and do not by themselves indicate the insider’s short-term trading intent.