filings.toolsO'Reilly Automotive 10-Q 2026-03-31
Filed 2026-05-08. 2 sections, 106K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended March 31, 2026
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the transition period from ________ to ________
O’REILLY AUTOMOTIVE, INC.
(Exact name of registrant as specified in its charter)
| Missouri | | 000-21318 | | 27-4358837 |
|---|---|---|---|---|
| (State or other jurisdiction of | | Commission file number | | (I.R.S. Employer Identification No.) |
| incorporation or organization) | | | | |
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, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | |
|---|---|---|---|---|---|
| Title of Each Class | | Trading Symbol(s) | | Name of Each Exchange on which Registered | |
| Common Stock, | $0.01 par value | | ORLY | | The Nasdaq Stock Market LLC |
| | | | | (Nasdaq Global Select Market) |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| | | | | | |
|---|---|---|---|---|---|
| Large accelerated filer | ☒ | Accelerated filer | ☐ | Emerging growth company | ☐ |
| Non-accelerated filer | ☐ | Smaller reporting company | ☐ | | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date: Common stock, $0.01 par value - 828,715,079 shares outstanding as of May 4, 2026.
O’REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTER ENDED MARCH 31, 2026
TABLE OF CONTENTS
i
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
O’REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | March 31, 2026 | | December 31, 2025 | ||
| | | (Unaudited) | | (Note) | ||
| Assets | | | | | ||
| Current assets: | | | | | ||
| Cash and cash equivalents | | $ | 252,632 | | $ | 193,793 |
| Accounts receivable, net | | 431,173 | | 389,793 | ||
| Amounts receivable from suppliers | | 165,033 | | 159,900 | ||
| Inventory | | 5,810,121 | | 5,731,385 | ||
| Other current assets | | 308,377 | | 269,406 | ||
| Total current assets | | 6,967,336 | | 6,744,277 | ||
| | | | | | | |
| Property and equipment, at cost | | 10,440,524 | | 10,222,249 | ||
| Less: accumulated depreciation and amortization | | 4,065,527 | | 3,964,824 | ||
| Net property and equipment | | 6,374,997 | | 6,257,425 | ||
| | | | | | | |
| Operating lease, right-of-use assets | | | 2,450,393 | | | 2,391,150 |
| Goodwill | | 953,035 | | 948,208 | ||
| Other assets, net | | 191,417 | | 197,193 | ||
| Total assets | | $ | 16,937,178 | | $ | 16,538,253 |
| | | | | | | |
| Liabilities and shareholders’ deficit | | | | | ||
| Current liabilities: | | | | | ||
| Accounts payable | | $ | 7,237,126 | | $ | 7,103,684 |
| Self-insurance reserves | | 321,896 | | 297,304 | ||
| Accrued payroll | | 152,357 | | 119,603 | ||
| Accrued benefits and withholdings | | 256,015 | | 240,072 | ||
| Income taxes payable | | 6,996 | | 13,957 | ||
| Current portion of operating lease liabilities | | | 445,416 | | | 439,907 |
| Other current liabilities | | 804,462 | | 561,294 | ||
| Total current liabilities | | 9,224,268 | | 8,775,821 | ||
| | | | | | | |
| Long-term debt | | 6,195,311 | | 6,016,904 | ||
| Operating lease liabilities, less current portion | | | 2,090,498 | | | 2,034,688 |
| Deferred income taxes | | 224,411 | | 211,210 | ||
| Other liabilities | | 269,745 | | 262,982 | ||
| | | | | | | |
| Shareholders’ equity (deficit): | | | | | ||
| Common stock, $0.01 par value: | | | | | | |
| Authorized shares – 1,250,000,000 | | | | | | |
| Issued and outstanding shares – | | | | | | |
| 832,292,716 as of March 31, 2026, and | | | | | | |
| 841,909,238 as of December 31, 2025 | | | 8,323 | | 8,419 | |
| Additional paid-in capital | | 1,537,430 | | 1,530,292 | ||
| Retained deficit | | (2,638,068) | | (2,328,817) | ||
| Accumulated other comprehensive income | | | 25,260 | | | 26,754 |
| Total shareholders’ deficit | | (1,067,055) | | (763,352) | ||
| | | | | | | |
| Total liabilities and shareholders’ deficit | | $ | 16,937,178 | | $ | 16,538,253 |
Note: The balance sheet at December 31, 2025, has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by United States generally accepted accounting principles for complete financial statements.
See accompanying Notes to condensed consolidated financial statements.
O’REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share data)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | For the Three Months Ended | ||||
| | | March 31, | ||||
| | | 2026 | | 2025 | ||
| Sales | | $ | 4,560,539 | | $ | 4,136,924 |
| Cost of goods sold, including warehouse and distribution expenses | | 2,213,328 | | 2,015,439 | ||
| Gross profit | | 2,347,211 | | 2,121,485 | ||
| | | | | | | |
| Selling, general and administrative expenses | | 1,505,603 | | 1,380,019 | ||
| Operating income | | 841,608 | | 741,466 | ||
| | | | | | | |
| Other income (expense): | | | | | ||
| Interest expense | | (62,745) | | (57,564) | ||
| Interest income | | 1,748 | | 1,664 | ||
| Other, net | | (522) | | (1,215) | ||
| Total other expense | | (61,519) | | (57,115) | ||
| | | | | | | |
| Income before income taxes | | 780,089 | | 684,351 | ||
| Provision for income taxes | | 175,908 | | 145,866 | ||
| Net income | | $ | 604,181 | | $ | 538,485 |
| | | | | | | |
| Earnings per share-basic: | | | | | ||
| Earnings per share | | $ | 0.72 | | $ | 0.63 |
| Weighted-average common shares outstanding – basic | | 838,578 | | 859,564 | ||
| | | | | | | |
| Earnings per share-assuming dilution: | | | | | ||
| Earnings per share | | $ | 0.72 | | $ | 0.62 |
| Weighted-average common shares outstanding – assuming dilution | | 842,516 | | 864,331 |
See accompanying Notes to condensed consolidated financial statements.
O’REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(In thousands)
| | | | | | | |
|---|---|---|---|---|---|---|
| | | For the Three Months Ended | ||||
| | | March 31, | ||||
| | | 2026 | | 2025 | ||
| Net income | | $ | 604,181 | | $ | 538,485 |
| Other comprehensive income (loss): | | | | | | |
| Foreign currency translation adjustments | | (1,494) | | 5,978 | ||
| Total other comprehensive (loss) income | | | (1,494) | | | 5,978 |
| | | | | | | |
| Comprehensive income | | $ | 602,687 | | $ | 544,463 |
See accompanying Notes to condensed consolidated financial statements.
O’REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (DEFICIT)
(Unaudited)
(In thousands)
| | | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | | | | | | | | | | | | | | |
| | | For the Three Months Ended March 31, 2026 | |||||||||||||||
| | | | | | | | | | Accumulated | | | ||||||
| | | | | | | | Additional | | | | | Other | | | | ||
| | | Common Stock | | Paid-In | | Retained | | Comprehensive | | | | ||||||
| | | Shares | | Par Value | | Capital | | Deficit | | Income (Loss) | | Total | |||||
| Balance at December 31, 2025 | 841,909 | | $ | 8,419 | | $ | 1,530,292 | | $ | (2,328,817) | | $ | 26,754 | | $ | * |
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