Asbury Automotive (NYSE: ABG) CEO adds shares and gains stock award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

4/A

Rhea-AI Filing Summary

Asbury Automotive Group President and CEO David W. Hult reported several stock transactions involving the company’s common stock. On March 5, 2026, he acquired 14,261 shares through the vesting of performance share units at no cash price, while 2,113 shares were withheld to cover taxes on that vesting.

On March 6, 2026, he made two open-market purchases totaling 5,000 shares of common stock, buying 1,604 shares at a weighted average price of $204.73 and 3,396 shares at a weighted average price of $205.63. After these transactions, his directly owned stake increased, with filing data showing 90,683 shares held directly following the latest purchase.

Insider Trade Summary

Net Buyer: 5,000 shares ($1,026,706)

Net Buy 4 txns

Insider Hult David W

Role President & CEO

Bought 5,000 shs ($1.03M)

Type	Security	Shares	Price	Value
Purchase	Common Stock	1,604	$204.73	$328K
Purchase	Common Stock	3,396	$205.63	$698K
Grant/Award	Common Stock	14,261	$0.00	--
Tax Withholding	Common Stock	2,113	$212.48	$449K

Holdings After Transaction: Common Stock — 87,287 shares (Direct)

Footnotes (1)

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. 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. 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. 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.

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Form 4 Insider Transactions: What Each Field Means →

03/09/2026 - 06:05 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hult David W

(Last)

(First)

(Middle)

C/O ASBURY AUTOMOTIVE GROUP, INC.

6655 PEACHTREE DUNWOODY ROAD

(Street)

ATLANTA

30328

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ASBURY AUTOMOTIVE GROUP INC [ ABG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/09/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/05/2026		A		14,261⁽¹⁾	A	$0	87,796	D
Common Stock	03/05/2026		F		2,113⁽²⁾	D	$212.48	85,683	D
Common Stock	03/06/2026		P		1,604	A	$204.73⁽³⁾	87,287	D
Common Stock	03/06/2026		P		3,396	A	$205.63⁽⁴⁾	90,683	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. 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.

2. 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.

3. 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.

4. 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.

Remarks:

This amendment is being filed to correct an inadvertent typographical error in the original Form 4 filed on March 9, 2026, in which footnotes 3 and 4 thereof incorrectly referenced shares sold instead of shares purchased.

	/s/Dean Calloway, Attorney In-Fact	03/09/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Asbury Automotive (ABG) CEO David Hult report?

David Hult reported a mix of equity award activity and open-market buying. He received 14,261 shares from performance share units, had 2,113 shares withheld for taxes, and purchased 5,000 Asbury Automotive common shares in the open market over two trades.

How many Asbury Automotive (ABG) shares did the CEO buy in the open market?

David Hult bought a total of 5,000 Asbury Automotive shares in open-market purchases. He acquired 1,604 shares at a weighted average price of $204.73 and 3,396 shares at a weighted average price of $205.63, according to the reported transactions.

What stock award did the Asbury Automotive (ABG) CEO receive on March 5, 2026?

On March 5, 2026, David Hult acquired 14,261 Asbury Automotive shares via vesting of performance share units. These units were granted earlier and converted into common stock at no cash price when specific performance objectives were certified as having been met.

Why were 2,113 Asbury Automotive (ABG) shares withheld from the CEO’s award?

The 2,113 Asbury Automotive shares were withheld to pay taxes related to the vesting of performance share units. When those units converted into common stock, a portion of the shares was retained by the issuer to satisfy the associated tax liability.

How many Asbury Automotive (ABG) shares does the CEO hold after these transactions?

Following the latest reported open-market purchase, David Hult directly owns 90,683 Asbury Automotive common shares. This figure reflects the combined effect of the performance share unit vesting, tax withholding, and subsequent open-market stock purchases disclosed in the filing.

Over what price ranges did the Asbury Automotive (ABG) CEO purchase shares?

The reported purchases were executed within narrow price ranges. One 1,604-share trade had a weighted average price of $204.73, covering a range from $204.31 to $205.27. Another 3,396-share trade averaged $205.63, with prices between $205.39 and $205.66.