Welcome to our dedicated page for ASBURY AUTOMOTIVE GROUP SEC filings (Ticker: ABG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Asbury Automotive Group filings document the regulatory record for a Delaware automotive retail and service company with common stock listed on the New York Stock Exchange under ABG. Form 8-K reports furnish quarterly and annual earnings releases, operating metrics, liquidity, floorplan and revolver availability, share repurchase activity, and dealer-management-system updates tied to dealership operations.
Proxy and current-report filings cover board composition, director elections, executive transitions, compensation arrangements, stockholder voting results, and amendments to the certificate of incorporation and bylaws, including changes to supermajority voting provisions. The filings also identify the company’s registered securities and formal governance framework.
Asbury Automotive Group reported second quarter 2026 revenue of $4.38 billion, roughly in line with a year earlier. Net income was $114.6 million, or $6.25 per diluted share, a 25% and 19% decline, respectively, versus second quarter 2025. Adjusted net income was $125.0 million with adjusted EPS of $6.82, down 15% from the prior year.
Total gross margin held at 17.2%, but new-vehicle margins compressed to 5.9%, and SG&A rose to 67.2% of gross profit (66.0% on an adjusted basis). Parts and service revenue grew 6% to $634.6 million and provided about half of gross profit. Used retail gross profit per unit increased 16% to $2,002, and F&I per vehicle retailed rose to $2,216.
Same-store revenue declined 7% and gross profit 7%, driven mainly by lower new and used volumes and weaker new-vehicle margins. As of June 30, 2026, liquidity totaled $966 million and the transaction adjusted net leverage ratio was 3.4x. The company repurchased about 668,000 shares for $131 million in the quarter (1.35 million shares for $278 million year-to-date), and approximately 70% of stores had converted to the Tekion dealer management system.
Impactive Capital and related persons filed an amendment to their ownership report for Asbury Automotive Group Inc. They report beneficial ownership of 897,724 shares of common stock, representing 4.8% of the outstanding shares, based on 18,618,800 shares outstanding as of April 29, 2026.
The shares were acquired by Impactive funds in open-market purchases using working capital, which may include margin loans, for an aggregate purchase price of approximately $106,412,287 including commissions. As of the close of business on July 10, 2026, the reporting persons state they ceased to be beneficial owners of more than 5% of Asbury’s common stock. Voting and dispositive power over the 897,724 shares is held on a shared basis among Impactive Capital, Impactive Capital GP, and managing members Lauren Taylor Wolfe and Christian Asmar.
ASBURY AUTOMOTIVE GROUP INC senior vice president, general counsel and secretary Dean Calloway reported a routine tax-related share disposition. On a restricted stock vesting event tied to an award granted on July 1, 2024, 195 shares of common stock were withheld to cover taxes.
After this withholding, Calloway directly holds 8,221 shares of Asbury Automotive common stock. The transaction was coded as a tax-withholding disposition (Code F), meaning it was not an open-market purchase or sale but an automatic mechanism to satisfy tax obligations on equity compensation.
ASBURY AUTOMOTIVE GROUP INC director B. Christopher DiSantis reported an open-market purchase of company common stock. He bought 157 shares on May 20, 2026 at a price of $182.31 per share. Following this transaction, his directly held position increased to 6,400 common shares.
Clara Daniel reported acquisition or exercise transactions in this Form 4 filing.
ASBURY AUTOMOTIVE GROUP INC Chief Executive Officer Clara Daniel received an equity award of 4,532 shares of common stock in the form of restricted share units. The units were granted at no cash cost and will vest in three equal annual installments beginning on the first anniversary of the grant date. After this award, Daniel directly holds 15,761 shares of Asbury Automotive Group common stock. This transaction reflects compensation-related equity, not an open-market purchase or sale.
Asbury Automotive Group amended a prior report to detail a new employment agreement with Daniel Clara as President and Chief Executive Officer. The agreement starts on May 4, 2026 and initially runs through May 4, 2027, with automatic one-year renewals unless either party gives 180 days’ notice.
Clara will receive a $1,100,000 annual base salary, a discretionary annual bonus targeted at 125% of base salary, and eligibility for annual equity awards targeted at $3,800,000, plus a one-time $2,300,000 equity grant. He also receives a company car and an $800 monthly car allowance.
If the company does not renew the agreement, terminates him without cause, or he resigns for good reason, he can receive cash severance equal to 100% of base salary and 100% of target bonus, a pro-rated bonus, up to 12 months of benefit continuation, and accelerated vesting of equity scheduled to vest within 364 days. If a qualifying termination occurs within two years after a change in control, cash severance increases to 200% of base salary and 200% of target bonus, with benefits for up to 24 months and full vesting of unvested equity awards.
Severance generally requires a release of claims and compliance with confidentiality, non-compete and non-solicitation covenants. The non-compete typically applies during employment and for one year after termination within a 50-mile radius of numerous company locations listed in an exhibit.
Asbury Automotive Group, Inc. reported results of its 2026 annual stockholder meeting and related governance changes. Stockholders approved an amendment to the company’s Amended and Restated Certificate of Incorporation to remove 80% supermajority voting requirements and replace them with a simple majority standard in specified Charter and By-Law sections.
All eleven director nominees were elected with approximately 16.2–16.6 million votes cast in favor for each nominee, with 1,171,193 broker non-votes recorded. Stockholders also approved the advisory resolution on executive compensation and ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026. A stockholder proposal regarding special stockholder meetings did not pass.
Asbury Automotive Group Inc ownership filing: Vanguard Capital Management reports beneficial ownership of 1,010,112 shares of common stock, representing 5.23% of the class as reported. The filing discloses sole voting power for 147,846 shares and sole dispositive power for 1,010,112 shares.
The filing lists Vanguard Capital Management's address in Malvern, PA, and is signed by Ashley Grim, Head of Global Fund Administration.
Asbury Automotive Group Inc ownership filing shows Vanguard Portfolio Management reports beneficial ownership of 1,136,202 shares of Common Stock, representing 5.88% of the class. The filing states Vanguard exercises sole dispositive power over these shares and holds sole voting power for 18,771 shares; the holdings are reported on behalf of Vanguard funds and related advisory affiliates.