AMENDMENT NO. 1 TO RIGHTS AGREEMENTRights Agreement • February 28th, 2011 • O Reilly Automotive Inc • Retail-auto & home supply stores • Missouri
Contract Type FiledFebruary 28th, 2011 Company Industry JurisdictionThis AMENDMENT NO. 1 TO RIGHTS AGREEMENT (this “Amendment”) is dated as of December 29, 2010, among O’Reilly Automotive, Inc., a Missouri corporation (the “Company”), O’Reilly Holdings, Inc., a Missouri corporation (“New O’Reilly”), and Computershare Trust Company, N.A., as successor rights agent to UMB Bank, N.A. (the “Rights Agent”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Rights Agreement (as defined below).