Asbury Automotive (ABG) director granted 932 restricted shares that vest immediately

Rhea-AI Filing Summary

Morrison Maureen F reported acquisition or exercise transactions in this Form 4 filing.

Asbury Automotive Group director Maureen F. Morrison received a grant of 932 shares of common stock on February 9, 2026 as compensation for serving on the Board of Directors. The restricted stock award had a grant price of $0 per share and vested immediately upon grant. Following this award, she directly holds a total of 6,756 Asbury Automotive Group common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Morrison Maureen F

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	932	$0.00	--

Holdings After Transaction: Common Stock — 6,756 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Morrison Maureen F

(Last) (First) (Middle)

C/O ASBURY AUTOMOTIVE GROUP, INC.

6655 PEACHTREE DUNWOODY ROAD

(Street)

ATLANTA GA 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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/09/2026		A		932(1)	A	$0	6,756	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Restricted stock award granted as compensation for serving as a member of the Board of Directors of the Issuer. Such award vested immediately upon grant.

Remarks:

	/s/Dean Calloway, Attorney In-Fact	02/11/2026
	** 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.

FAQ

What insider transaction did ABG director Maureen F. Morrison report?

Maureen F. Morrison reported receiving a grant of 932 shares of Asbury Automotive Group common stock. The award was provided as compensation for serving on the Board of Directors and was recorded as an acquisition of non-derivative securities at a grant price of $0 per share.

When did the reported ABG restricted stock grant to Maureen F. Morrison occur?

The restricted stock grant to Maureen F. Morrison occurred on February 9, 2026. This transaction date appears in the non-derivative securities table and marks when the 932-share award was granted and immediately vested as compensation for her role on the Board of Directors.

How many ABG shares does Maureen F. Morrison own after this Form 4 transaction?

After the reported transaction, Maureen F. Morrison beneficially owns 6,756 shares of Asbury Automotive Group common stock. This total reflects her direct ownership following the grant of 932 restricted shares that vested immediately upon grant as disclosed in the Form 4 filing.

Was cash paid for the ABG shares granted to Maureen F. Morrison?

No cash was paid for the granted shares; the transaction price is reported as $0 per share. The 932 shares were issued as a restricted stock award, functioning as equity compensation for serving on Asbury Automotive Group’s Board of Directors rather than as an open-market purchase.

Did the ABG restricted stock award to Maureen F. Morrison vest immediately?

Yes, the restricted stock award vested immediately upon grant. The footnote explains that the 932-share restricted stock award was granted as compensation for Board service, and explicitly states that the award vested right away on the grant date, without a multi-year vesting schedule.

Is Maureen F. Morrison’s ABG share ownership direct or indirect after this grant?

Her ownership is reported as direct following the grant. The Form 4 lists the 6,756 shares of Asbury Automotive Group common stock as held with ownership code “D,” indicating direct beneficial ownership rather than through an intermediary entity or indirect arrangement.