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Asbury Automotive Group, Inc. 8-K Filings

ABG NYSE

Every 8-K that Asbury Automotive Group, Inc. (ABG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow ABG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ABG filings page.

Rhea-AI Summary

Asbury Automotive Group, Inc. (ABG) filed an amendment describing a Consulting and Contractor Agreement with former executive Jed Milstein. Effective September 1, 2026, Milstein will provide consulting services through the end of 2026 to support a smooth transition, for a monthly fee of $27,083.33 in addition to amounts payable under his severance pay agreement. The agreement is dated August 31, 2026 and is filed as Exhibit 10.1.

Rhea-AI Summary

Asbury Automotive Group, Inc. (ABG) reported a leadership change in its human resources function. Wendy Reynolds-Dobbs was appointed Senior Vice President and Chief Human Resources Officer, effective September 14, 2026, after serving as interim CHRO and Vice President, Talent Development & Chief Culture Officer since joining Asbury in May 2022.

The company outlined a transition plan for outgoing CHRO Jed Milstein, who will provide consulting services through the end of 2026. As of June 30, 2026, Asbury operated 158 new vehicle dealerships with 202 franchises across 34 brands, plus 37 collision repair centers, and highlighted multiple recent recognitions from major business publications.

Rhea-AI Summary

ASBURY AUTOMOTIVE GROUP INC (ABG) reported a leadership change in its human resources function. On and effective August 19, 2026, the company and Jed Milstein, Senior Vice President & Chief Human Resources Officer, ended his employment relationship with the company.

Effective August 20, 2026, Wendy Reynolds-Dobbs, Vice President, Talent Development & Chief Culture Officer, began serving as interim Chief Human Resources Officer. Any severance pay for Mr. Milstein would be made under his February 21, 2017 severance pay agreement as a termination without cause, subject to the discretion of the company’s Compensation and Human Resources Committee.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

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.

Rhea-AI Summary

Asbury Automotive Group reported first quarter 2026 net income of $187.8 million, or $9.87 diluted EPS, up 42% from $132.1 million, or $6.71, a year earlier, largely reflecting a $125.8 million gain on dealership divestitures.

Revenue was $4.11 billion, down 1% from $4.15 billion, while gross profit held roughly flat at $726.9 million. Adjusted net income, which excludes divestiture gains and other items, was $102.3 million, or $5.37 adjusted diluted EPS, down 24% from $134.3 million, or $6.82, in first quarter 2025.

During the quarter Asbury divested ten dealerships and terminated seven franchises, with the thirteen stores representing an estimated $625 million of annualized revenue and generating about $210 million of net proceeds. The company also repurchased about 678,000 shares for $147 million and ended the quarter with approximately $1.2 billion of liquidity and a transaction adjusted net leverage ratio of 3.2x.

Rhea-AI Summary

Asbury Automotive Group, Inc. furnished a current report to share that it issued an earnings press release on February 5, 2026. The release covers the company’s financial results for the three months and year ended December 31, 2025.

The press release is included as Exhibit 99.1 and is furnished, not filed, meaning it is not automatically subject to certain Exchange Act liabilities or incorporated into other securities filings unless specifically referenced.

Rhea-AI Summary

Asbury Automotive Group, Inc. reported several corporate governance updates. The board appointed Christopher DiSantis as a director effective March 1, 2026, increasing the board to eleven members, ten of whom are independent. He will serve on the Audit and Compensation & Human Resources Committees and receive the standard non-employee director compensation and indemnification.

On January 29, 2026, director Philip F. Maritz informed the board he will not stand for re-election at the 2026 annual meeting, and his decision was stated as not due to any disagreement with the company. The board also amended the By-Laws, lowering the ownership threshold required for stockholders to request a special meeting from 50% to 25% of outstanding voting shares and clarifying related procedures.

Rhea-AI Summary

Asbury Automotive Group announced a planned leadership transition tied to its 2026 Annual Meeting of Stockholders. Following that meeting, President and Chief Executive Officer David W. Hult will move into the role of Executive Chairman and is expected to be nominated for continued service on the Board. Chief Operating Officer Daniel E. Clara will become President and Chief Executive Officer on the same transition date.

As part of the change, the company amended Mr. Hult’s employment agreement to run through December 31, 2027, with step-down base salaries of $750,000, $525,000, and $300,000 over successive periods and bonus opportunities tied to performance. If he is terminated without cause before the end of 2027, Mr. Hult becomes eligible for cash severance, a pro-rata bonus, extended benefits, and full vesting of unvested equity awards, subject to a release of claims.

Rhea-AI Summary

Asbury Automotive Group, Inc. filed a current report to note that it has released its financial results for the three and nine months ended September 30, 2025. On October 28, 2025, the company issued an earnings press release, which is attached to the report as Exhibit 99.1.

The press release contains the detailed results of operations and financial condition for the period, but is furnished rather than filed, meaning it is not automatically subject to certain Exchange Act liabilities or incorporated into other securities filings unless specifically referenced.

Rhea-AI Summary

On 29 July 2025, Asbury Automotive Group, Inc. (NYSE: ABG) filed a Form 8-K to furnish (not file) an earnings press release covering the three- and six-month periods ended 30 June 2025. The disclosure is made under Item 2.02 – Results of Operations and Financial Condition. The actual financial metrics are contained in Exhibit 99.1, which accompanies the filing but is not reproduced within the 8-K text provided. Management reiterates that the information is considered “furnished” and therefore is not subject to Exchange Act Section 18 liability, nor is it automatically incorporated into any registration statement unless specifically referenced.

The filing also lists customary exhibits, including the Cover Page Interactive Data File (Exhibit 104). The document is signed by Michael D. Welch, CFO. Investors seeking revenue, EPS, margin or guidance figures must consult the press release itself.