Calloway Dean 4
4 · ASBURY AUTOMOTIVE GROUP INC · Filed Mar 9, 2026
Research Summary
AI-generated summary of this filing
Asbury (ABG) SVP Calloway Dean Receives Award, 2,038 Shares
What Happened
Calloway Dean, SVP, General Counsel & Secretary of Asbury Automotive Group (ABG), was granted 2,038 performance share units that converted into common shares upon certification and vesting on March 5, 2026 (recorded as an award at $0.00). As part of the vesting, 302 shares were withheld to cover related tax liabilities; those 302 shares were reported as disposed at $212.48 per share, totaling $64,169.
Key Details
- Transaction date: March 5, 2026 (reported on Form 4 filed March 9, 2026). Filing appears timely (within two business days).
- Codes and amounts: A (award/grant) — 2,038 shares @ $0.00; F (tax withholding) — 302 shares disposed @ $212.48, $64,169.
- Shares owned after transaction: Not specified in the provided filing excerpt.
- Footnotes: F1 — the grant is performance share units from Feb 19, 2025; performance certified Mar 5, 2026 so one‑third vested now, with additional one‑third vesting Feb 19, 2027 and the final one‑third Feb 19, 2028. F2 — 302 shares withheld to satisfy tax withholding upon vesting.
- Nature of transactions: Award (non‑cash, performance‑based grant) and routine tax withholding (reported as a disposition).
Context
Performance share units are compensation that convert to shares when performance goals are met; this is not an open‑market purchase or sale motivated by an immediate investment decision. The withholding of shares to cover taxes is a standard administrative step and is reported as a disposition for SEC purposes, but it typically does not indicate negative sentiment by the insider.
Insider Transaction Report
- Award
Common Stock
[F1]2026-03-05+2,038→ 8,718 total - Tax Payment
Common Stock
[F2]2026-03-05$212.48/sh−302$64,169→ 8,416 total
Footnotes (2)
- [F1]Represents a grant of performance share units upon the Issuer having met certain performance objectives, which objectives were certified as having been met on March 5, 2026. Each performance share unit converts into one share of the Issuer's common stock upon vesting. One-third of the performance share units granted on February 19, 2025 vested upon certification of the objectives having been met, which occurred on March 5, 2026, an additional one-third vests on February 19, 2027 and the remaining one-third vests on February 19, 2028.
- [F2]Represents the number of shares of the Issuer's common stock withheld for payment of taxes upon the vesting of performance share units, and the conversion of such units into shares of the Issuer's common stock, granted on February 19, 2025.