Clara Daniel 4

What Happened

• Clara Daniel, Chief Operating Officer of Asbury Automotive Group (ABG), had 3,056 performance share units (PSUs) convert into 3,056 shares on March 5, 2026 (award/acquisition, code A). Simultaneously, 453 of those shares were withheld to satisfy tax withholding obligations (code F) at a withholding value of $212.48 per share, totaling $96,253. The award shares were reported at $0.00 per share (typical for PSU vesting).

Key Details

• Transaction dates: March 5, 2026 (vesting/conversion and tax withholding); Form filed March 9, 2026 (timely).
• Award: 3,056 PSUs converted into 3,056 common shares (code A); reported acquisition price $0.00.
• Tax withholding: 453 shares withheld (code F) at $212.48 each, total withheld value $96,253.
• Shares owned after transaction: not disclosed in the filing.
• Footnotes: F1 — PSUs were granted Feb 19, 2025; one-third vested upon certification on Mar 5, 2026, with remaining tranches vesting Feb 19, 2027 and Feb 19, 2028. F2 — the 453-share disposition represents shares withheld to pay required taxes upon vesting/conversion.
• Filing timeliness: Form 4 filed within the reporting window (filed Mar 9 for Mar 5 transactions).

Context

• This was a vesting of performance-based equity, not an open-market sale or purchase by the insider. The 453-share disposition is a налог withholding/cashless withholding to meet tax obligations, a common administrative action when awards vest. The remaining vested shares (after withholding) remain with the insider unless otherwise sold.