ASBURY AUTOMOTIVE GROUP INC·4/A

Mar 9, 6:05 PM ET

Hult David W 4/A

4/A · ASBURY AUTOMOTIVE GROUP INC · Filed Mar 9, 2026

Research Summary

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Asbury Automotive (ABG) CEO David Hult Buys 5,000 Shares, Receives Award

What Happened
David W. Hult, President & CEO (and director) of Asbury Automotive Group (ABG), received 14,261 performance share units that converted to shares upon certification of performance (granted 3/5/2026). To cover taxes on that vesting he surrendered 2,113 shares (withheld) valued at $212.48 each for $448,970. On 3/6/2026 he purchased a total of 5,000 shares in the open market — 1,604 shares at a weighted average of $204.73 ($328,387) and 3,396 shares at a weighted average of $205.63 ($698,319) — for about $1.03 million combined. The net activity was a significant buy after the award-vesting and a tax-related sale.

Key Details

  • Transaction dates: Award and tax withholding on 2026-03-05; open-market purchases on 2026-03-06. Form filed (amended) 2026-03-09. Filing appears timely (within required two business days for these trades).
  • Award: 14,261 performance share units (PSUs) certified as earned 3/5/2026; one-third vested on certification (converted to shares), next tranches vest 2/19/2027 and 2/19/2028 (F1).
  • Tax withholding: 2,113 shares were withheld to satisfy tax obligations on the vested PSUs (F2); reported disposal code F (tax withholding).
  • Purchases: 1,604 shares purchased at a weighted avg price $204.73 (range $204.31–$205.27) (F3); 3,396 shares purchased at weighted avg $205.63 (range $205.39–$205.66) (F4). The filer will provide per-price breakdown on request.
  • Shares owned after the transactions: Not specified in the provided filing details.
  • Amendment: This Form 4 is an amendment correcting a typographical error in the original filing’s footnotes which had incorrectly described the March 6 trades as sales instead of purchases.

Context
Performance share units (PSUs) are a form of restricted/contingent equity that convert to stock when performance goals are met; one-third of the PSU grant vested on certification and converted into shares (with tax withholding). The open-market purchases on 3/6 are straightforward buys (often viewed as a stronger signal than sales), while the 2,113-share disposition was a routine tax-withholding event tied to vesting, not a market sale for cash beyond tax obligations.

Insider Transaction Report

Form 4/AAmended
Period: 2026-03-05
Hult David W
DirectorPresident & CEO
Transactions
  • Award

    Common Stock

    [F1]
    2026-03-05+14,26187,796 total
  • Tax Payment

    Common Stock

    [F2]
    2026-03-05$212.48/sh2,113$448,97085,683 total
  • Purchase

    Common Stock

    [F3]
    2026-03-06$204.73/sh+1,604$328,38787,287 total
  • Purchase

    Common Stock

    [F4]
    2026-03-06$205.63/sh+3,396$698,31990,683 total
Footnotes (4)
  • [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.
  • [F3]Represents the weighted average share price of an aggregate total of 1,604 shares of Issuer's common stock purchased in the price range of $204.31 to $205.27 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the Issuer or security holder, full information regarding the number of shares purchased at each separate price.
  • [F4]Represents the weighted average share price of an aggregate total of 3,396 shares of Issuer's common stock purchased in the price range of $205.39 to $205.66 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the Issuer or security holder, full information regarding the number of shares purchased at each separate price.
Signature
/s/Dean Calloway, Attorney In-Fact|2026-03-09

Documents

1 file
  • 4
    wk-form4a_1773093950.xml

    FORM 4/A