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April 29, 2016

Dear Advance Auto Parts Stockholder:

The 2016 Annual Meeting of Stockholders of Advance Auto Parts, Inc. is scheduled to be held on May 18, 2016 at 8:30am ET. The proxy statement detailing the matters to be voted upon at the Annual Meeting was previously made available to all Stockholders.

Please Vote Your AAP Shares Today!

We urge all Stockholders, regardless of the number of shares you hold, to vote today. It is important that all Stockholders have their voices heard. If you have previously voted you do not need to vote again, however, for the reasons discussed below, all Stockholders are urged to vote AGAINST Proposal No. 5 and you may recast your vote by voting via telephone or internet.

Acting in the best interests of our stockholders is at the core of everything we do at Advance Auto Parts. We engage regularly with our investors and value their feedback with regard to delivering improved performance and maintaining best-in-class governance.
The Board of Directors recommends a vote FOR Proposal Nos. 1 through 4 and AGAINST Proposal No.5.

Over the past year, we made changes to drive improved results and long-term stockholder value, as well as taken steps to further enhance our governance practices. Following engagement with our stockholders, we added five new directors to our annually elected Board, including four independent directors and our recently named CEO, Tom Greco. In this year’s proxy statement, we have also proposed an amendment making it easier for stockholders owning at least 25 percent of our outstanding common stock to call a special meeting by eliminating the one year holding period.

These actions build on our strong governance foundation - which includes, among other things, an independent board and lead director, annual director elections, no supermajority voting - and reflect our willingness to undertake meaningful steps to ensure Advance acts in the best interests of all of our stockholders.

Based on this same logic, we are opposing for the third consecutive year a proposal seeking the ability for stockholders to act by written consent. In each of the last two years, in line with our recommendation, our stockholders did not support such proposals.

The rationale for our opposition is clear. Our Annual Meeting process, in conjunction with the provisions under which a special meeting can be called, provide stockholders multiple avenues to establish a well-informed forum to consider and vote on important corporate matters. In contrast, the ability to act by written consent would enable investors to circumvent those rules and deny smaller stockholders the opportunity to be informed of and vote on proposed corporate actions.

The bottom line is that the written consent proposal is inconsistent with our approach to good governance, redundant with the existing ability of stockholders to act outside the normal Annual Meeting process and at odds with our clear track record of acting in the best interests of all stockholders. For these above reasons, your Board recommends a vote AGAINST Proposal No.5.

If you have questions or need assistance voting your shares we urge you to contact Okapi Partners, Inc., the Company’s proxy solicitor, toll-free at 1-855-208-8902. Our 2016 Proxy Statement and 2015 annual report to stockholders are available on our Internet website at

On behalf of Advance Auto Parts, thank you for your time and consideration.


/s/ Tammy M. Finley

Tammy Moss Finley
Executive Vice President, Human Resources, General Counsel & Corporate Secretary
Advance Auto Parts, Inc.