Asbury Automotive (NYSE: ABG) CEO granted 14,261 shares, sells 5,000

Rhea-AI Filing Summary

Asbury Automotive Group President & CEO David W. Hult reported multiple stock transactions. On March 5, 2026, performance share units previously granted converted into 14,261 shares of common stock after the company’s performance objectives were certified as met.

On the same date, 2,113 shares were withheld to cover taxes upon vesting of those performance share units. On March 6, 2026, Hult sold 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, he directly owned 90,683 shares of Asbury Automotive common stock.

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

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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 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
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)

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	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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 sold 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 sold at each separate price.

4. Represents the weighted average share price of an aggregate total of 3,396 shares of Issuer's common stock sold 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 sold at each separate price.

Remarks:

	/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).
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FAQ

What insider transactions did ABG CEO David Hult recently report?

David Hult reported a grant of 14,261 shares from vested performance share units, tax withholding of 2,113 shares, and open-market sales of 1,604 and 3,396 Asbury Automotive shares around $205 each, leaving him with 90,683 directly owned shares.

How many Asbury (ABG) shares were granted to David Hult in this filing?

The filing shows 14,261 shares of Asbury Automotive common stock were acquired when previously granted performance share units vested after performance goals were certified. These units convert one-for-one into common shares under the company’s long-term incentive program.

At what prices did ABG CEO David Hult sell Asbury Automotive shares?

Hult sold 1,604 Asbury Automotive shares at a weighted average price of $204.73 and 3,396 shares at a weighted average price of $205.63, with actual trade prices ranging within narrow bands around those averages as described in the footnotes.

How many Asbury Automotive (ABG) shares were withheld for taxes in this Form 4?

The Form 4 reports that 2,113 shares of Asbury Automotive common stock were withheld to pay taxes triggered by the vesting and conversion of performance share units granted on February 19, 2025, rather than being sold on the open market.

How many Asbury Automotive (ABG) shares does CEO David Hult own after these transactions?

After the reported grant, tax withholding, and open-market sales, David Hult directly owns 90,683 shares of Asbury Automotive common stock, according to the share balances listed following the final transaction in the Form 4.

What is the vesting schedule for David Hult’s Asbury performance share units?

One-third of the performance share units granted on February 19, 2025 vested when performance objectives were certified on March 5, 2026, with an additional one-third vesting on February 19, 2027 and the remaining one-third vesting on February 19, 2028.