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, 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.
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.
Asbury Automotive Group, Inc. (ABG) reported an insider stock transaction by its Senior Vice President & Chief Human Resources Officer. On 11/25/2025, the executive sold 1,132 shares of Asbury Automotive Group common stock in an open market transaction at a price of $235.26 per share. Following this sale, the executive beneficially owns 10,135 shares held directly.
Asbury Automotive Group (ABG) has filed a Form 144 notice covering a planned sale of 1,132 shares of its common stock. The shares are expected to be sold through Morgan Stanley Smith Barney LLC Executive Financial Services on the NYSE, with an indicated aggregate market value of $266,314.32. The filing notes that 19,440,558 shares of common stock are outstanding.
The securities to be sold come from restricted stock that vested under a registered plan on 02/14/2025 (685 shares), 02/20/2025 (80 shares), and 03/06/2025 (367 shares). The seller represents that they are not aware of any material adverse information about the issuer’s current or prospective operations that has not been publicly disclosed.
Eminence Capital, LP and Ricky C. Sandler filed Amendment No. 1 to Schedule 13G for Asbury Automotive Group (ABG), reporting beneficial ownership of 972,405 shares of common stock, representing 4.95% of the class. The filing states shared voting and dispositive power over these shares and no sole voting or dispositive power.
The percentage was calculated based on 19,660,638 shares outstanding as of July 28, 2025, as disclosed in the company’s Form 10-Q for the quarter ended June 30, 2025. The reporting persons certify the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.
Asbury Automotive Group (ABG) reported an insider transaction by its VP, Controller & CAO. On 11/07/2025, the officer recorded a Code F transaction in Common Stock, disposing of 93 shares at $226.61 per share. Following the transaction, the officer beneficially owns 1,613 shares, held directly.
Asbury Automotive Group (ABG) reported Q3 results and closed the Herb Chambers acquisition. Quarterly revenue rose to $4,800.9 million from $4,236.7 million, with net income of $147.1 million versus $126.3 million. Diluted EPS was $7.52 compared with $6.37. Gross profit increased to $802.5 million, while SG&A grew to $527.1 million as the company integrated new operations.
Year to date, operating cash flow reached $623.3 million (up from $427.0 million). The company acquired The Herb Chambers Companies on July 21, 2025 for a preliminary $1,783.9 million in cash, adding 33 dealerships and 52 franchises. It recognized $523.4 million of revenue and $17.9 million of net income from the acquired businesses during the quarter, and recorded $14.7 million of acquisition costs year to date.
Debt rose to $3,605.3 million (including current portion) from $3,138.6 million, reflecting a new $546.5 million real estate facility and higher floorplan and revolver usage. Share repurchases totaled $50.0 million in Q3. Shares outstanding were 19,440,558 as of October 28, 2025.
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.
Insider sale by Asbury Automotive Group director. Maureen F. Morrison, a director of Asbury Automotive Group (ABG), reported selling 800 shares of the issuer's common stock on 08/28/2025 at a reported price of $255.61 per share. After the sale she beneficially owned 5,824 shares. The Form 4 was signed on behalf of the reporting person by Dean Calloway, Attorney-in-Fact, dated 09/02/2025. The filing discloses a single non-derivative sale transaction; no additional transactions or derivative holdings are reported.
Asbury Automotive Group (ABG) filed a Form 144 reporting a proposed sale of 800 shares of Common Stock through Computershare (Edison, NJ) with an aggregate market value of $204,484.48. The filing states there are 19,660,638 shares outstanding and lists the approximate sale date as 08/28/2025. The shares were acquired on 02/07/2019 as a restricted stock award granted for board service; payment is noted as not applicable. The filer reports nothing to report for securities sold in the past three months. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.