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 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.
Asbury Automotive Group SVP & CHRO Jed Milstein reported equity compensation activity dated February 4, 2022. A derivative award converted into 711.0000 shares of common stock, while 940 shares were withheld at $164.0300 per share to cover taxes on vested restricted and performance share units. An earlier Form 4 is amended to add a previously omitted 367-share tax-withholding entry, and Milstein now holds 13,137 Asbury common shares directly.
The Vanguard Group files an amendment to its Schedule 13G reporting no beneficial ownership in Asbury Automotive Group common stock. The filing states an Amount beneficially owned: 0 and Percent of class: 0%, reflecting an internal realignment that disaggregated subsidiaries and business divisions on 01/12/2026. The amendment is signed by Ashley Grim on 03/26/2026.
The filing explains that certain Vanguard subsidiaries will report beneficial ownership separately in reliance on SEC Release No. 34-39538, and that The Vanguard Group, Inc. no longer is deemed to have beneficial ownership over securities held by those units.
Asbury Automotive Group is asking stockholders to vote at its 2026 Annual Meeting on May 4, 2026 on six items, including electing eleven directors, approving 2025 executive pay on an advisory basis, ratifying Ernst & Young LLP as auditor for 2026, and amending the Charter to eliminate supermajority voting requirements. Stockholders will also consider a stockholder proposal on special stockholder meetings. Only holders of the 19,295,721 shares of common stock outstanding as of March 18, 2026 may vote, with one vote per share. The Board recommends voting for all company proposals and against the stockholder proposal. As part of a planned leadership succession, David Hult will move from President & CEO to Executive Chair after the meeting, and Chief Operating Officer Daniel Clara is expected to become President & CEO and join the Board. The proxy also details board committee structures, director and executive stock ownership guidelines, anti-hedging policies, and a pay-for-performance compensation approach.
Asbury Automotive Group President & CEO David W. Hult reported a bona fide gift of 5,085 shares of Asbury common stock. The transfer, coded as a gift transaction, involved no sale proceeds or purchase price.
After the gift, Hult directly holds 85,598 shares of Asbury common stock, indicating he retains a substantial equity position in the company despite the disposition.
Asbury Automotive Group is soliciting proxies for its 2026 Annual Meeting of Stockholders to be held May 4, 2026 at 12:00 p.m. ET at corporate headquarters. Stockholders of record as of March 18, 2026 may vote on six proposals, including election of eleven directors and a Charter amendment to eliminate supermajority voting requirements.
The proxy discloses governance actions: the Board nominated eleven director candidates, notes the retirement of Philip F. Maritz, appointed B. Christopher DiSantis effective March 1, 2026, and states a planned leadership transition effective on the filing’s stated "Transition Date" following the meeting: David W. Hult will become Executive Chair and Daniel E. Clara will become President & Chief Executive Officer.
Asbury Automotive Group director B. Christopher DiSantis increased his direct holdings through a mix of open-market buying and equity compensation. On March 10, 2026, he purchased 500 shares of common stock in an open-market transaction at $202.30 per share. On March 11, 2026, he also received a restricted stock award of 843 shares as compensation for serving on the Board of Directors, which vested immediately upon grant. Following these transactions, DiSantis directly owns 6,243 shares of Asbury Automotive Group common stock.
ASBURY AUTOMOTIVE GROUP INC director reports initial holdings on a Form 3. Director B. Christopher DiSantis discloses ownership of 4,900 shares of common stock held directly. This filing records his current stake as an insider and does not show any recent buy or sell transaction.
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.
ASBURY AUTOMOTIVE GROUP INC SVP & CFO Michael Welch reported a grant and related tax withholding in company stock. He acquired 2,852 shares of common stock on a grant/award basis at $0.0000 per share, raising his direct holdings to 16,732 shares before tax withholding.
The acquisition reflects vesting of performance share units granted on February 19, 2025, after performance objectives were certified on March 5, 2026. One-third vested on that date, with further tranches scheduled to vest on February 19, 2027 and February 19, 2028.
On the same day, 423 shares at $212.4800 per share were disposed of in a tax-withholding transaction tied to the vesting, leaving Welch with 16,309 directly owned shares of common stock.