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Filing Details

Accession Number:: 0000921895-16-004745
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2016-05-31 21:49:47
Reporting Period:: 2016-05-26

Filing Date:: 2016-05-31
Accepted Time:: 2016-05-31 21:49:47
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1158449	Advance Auto Parts Inc	AAP	Retail-Auto & Home Supply Stores (5531)	542049910

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1362697	C Jeffrey Smith	777 Third Avenue, 18Th Floor New York NY 10017		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-26	65,910	$155.43	599,695	No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-26	84,090	$155.43	608,285	No	4	P	Indirect	By Starboard Leaders India LLC
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-27	43,940	$156.76	643,635	No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-27	56,060	$156.76	664,345	No	4	P	Indirect	By Starboard Leaders India LLC
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-31	65,910	$155.20	709,545	No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
Common Stock, $0.0001 Par Value	Acquisiton	2016-05-31	84,090	$155.20	748,435	No	4	P	Indirect	By Starboard Leaders India LLC

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
No	4	P	Indirect	By Starboard Leaders India LLC
No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
No	4	P	Indirect	By Starboard Leaders India LLC
No	4	P	Indirect	By Starboard Value and Opportunity Master Fund Ltd
No	4	P	Indirect	By Starboard Leaders India LLC

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-26	17,200	$0.00	0	$180.24
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-26	48,710	$0.00	73,330	$173.73
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-26	84,090	$0.00	120,900	$186.08
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-27	43,940	$0.00	29,390	$173.73
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-27	56,060	$0.00	64,840	$186.08
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-31	29,390	$0.00	0	$173.73
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-31	36,000	$0.00	0	$174.58
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-31	520	$0.00	31,480	$172.83
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-31	64,840	$0.00	0	$186.08
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	Disposition	2016-05-31	19,250	$0.00	120,820	$185.62

Remaning Holdings	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2016-09-26	Yes	4	S	Indirect
1	2016-09-15	Yes	4	S	Indirect
1	2016-09-16	Yes	4	S	Indirect
1	2016-09-15	Yes	4	S	Indirect
1	2016-09-16	Yes	4	S	Indirect
0	2016-09-15	Yes	4	S	Indirect
0	2016-09-29	Yes	4	S	Indirect
1	2016-10-06	Yes	4	S	Indirect
0	2016-09-16	Yes	4	S	Indirect
1	2016-09-22	Yes	4	S	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock, $0.0001 Par Value	1,271	Direct
Common Stock, $0.0001 Par Value	115,900	Indirect	By Starboard Value and Opportunity S LLC
Common Stock, $0.0001 Par Value	63,549	Indirect	By Starboard Value and Opportunity C LP
Common Stock, $0.0001 Par Value	281,794	Indirect	By Starboard T Fund LP
Common Stock, $0.0001 Par Value	186,206	Indirect	By Starboard Leaders Select I LP
Common Stock, $0.0001 Par Value	151,947	Indirect	By Managed Account of Starboard Value LP

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$172.39	2016-09-15	57,960	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$170.45	2016-09-15	18,000	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$170.77	2016-09-15	50,324	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$170.98	2016-09-29	18,000	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$171.81	2016-10-07	18,300	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$171.94	2016-11-02	15,171	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$171.11	2016-11-03	9,423	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$185.11	2016-09-22	67,740	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$175.34	2016-10-13	25,000	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$171.94	2016-11-02	24,829	1	Indirect
Common Stock, $0.0001 Par Value	Cash-Settled Total Return Swap	$171.11	2016-11-03	40,577	1	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2016-09-15	57,960	1	Indirect
2016-09-15	18,000	1	Indirect
2016-09-15	50,324	1	Indirect
2016-09-29	18,000	1	Indirect
2016-10-07	18,300	1	Indirect
2016-11-02	15,171	1	Indirect
2016-11-03	9,423	1	Indirect
2016-09-22	67,740	1	Indirect
2016-10-13	25,000	1	Indirect
2016-11-02	24,829	1	Indirect
2016-11-03	40,577	1	Indirect

Footnotes

Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard T Fund LP ("Starboard T LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard T LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard T LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Leaders Select I LP ("Starboard Leaders Select I"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Leaders Select I, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Leaders Select I for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities owned directly by Starboard Leaders India LLC ("Starboard India LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard India LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities owned directly by Starboard India LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Securities held in an account managed by Starboard Value LP (the "Managed Account"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Managed Account for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
Represents the reference price associated with the applicable Swap Agreement.
Each of Starboard V&O Fund and Starboard India LLC has entered into certain cash-settled total return swap agreements (the "Swap Agreements") with an unaffiliated third party financial institution, which provide each of Starboard V&O Fund and Starboard India LLC with economic exposure to an aggregate of 218,658 notional shares and 278,966 notional shares, respectively. The Swap Agreements provide each of Starboard V&O Fund and Starboard India LLC with economic results that are comparable to the economic results of ownership but do not provide each of Starboard V&O Fund and Starboard India LLC with the power to vote or direct the voting or dispose of or direct the disposition of the shares of common stock that are the subject of the Swap Agreements (the "Subject Shares"). The Reporting Person expressly disclaims beneficial ownership of the Subject Shares except to the extent of his pecuniary interest therein.