Hult David W 4

What Happened

• David W. Hult, President & CEO and Director of Asbury Automotive Group (ABG), received 14,261 performance share units (PSUs) that converted into common stock upon vesting (reported as an award). One-third of the PSUs granted Feb 19, 2025 were certified vested on Mar 5, 2026 (14,261 shares; $0 cash consideration shown).
• To cover taxes on the vesting, 2,113 shares were withheld/disposed at $212.48 each for $448,970 (tax withholding). On Mar 6, 2026 Hult made open-market purchases of 1,604 shares at a weighted average $204.73 (total $328,387) and 3,396 shares at a weighted average $205.63 (total $698,319) — combined open-market buys ≈ $1,026,706.
• Net effect (acquisitions minus withholding): +17,148 shares (14,261 PSUs + 5,000 purchases − 2,113 withheld). Purchases represent meaningful insider buying (~$1.03M) while the withheld shares were routine tax withholding.

Key Details

• Dates & prices:
  • Mar 5, 2026: 14,261 PSUs converted to shares (award, $0 cash).
  • Mar 5, 2026: 2,113 shares withheld for taxes at $212.48 each (F) = $448,970.
  • Mar 6, 2026: 1,604 shares purchased (P) at weighted avg $204.73 = $328,387.
  • Mar 6, 2026: 3,396 shares purchased (P) at weighted avg $205.63 = $698,319.
• Shares owned after the transactions: not specified in the filing provided.
• Footnotes:
  • F1: One-third of the 2025 PSUs vested upon certification on Mar 5, 2026; remaining thirds vest Feb 19, 2027 and Feb 19, 2028.
  • F2: 2,113 shares were withheld to satisfy tax withholding on the vested PSUs.
  • F3/F4: Weighted-average price info reflects aggregated trades in stated price ranges; the filer can provide per-price breakdown on request.
• Timeliness: Filing date Mar 9, 2026; transactions occurred Mar 5–6, 2026. The Form 4 was filed within the standard reporting window and is not flagged as late.

Context

• PSUs: Performance share units convert to common shares upon vesting; this was a vesting event, not an option exercise.
• Tax withholding (F) is a routine disposition to satisfy tax liabilities and does not necessarily indicate a change in sentiment.
• Open-market purchases (P) represent outright buy trades by the CEO and add economically to his stake; together they total ~5,000 shares purchased for roughly $1.03M.