Group 1 Automotive (NYSE: GPI) plans $1.3B Hennessy dealerships acquisition

Rhea-AI Filing Summary

Group 1 Automotive, Inc. entered into a Purchase and Sale Agreement to acquire substantially all assets of the Hennessy Automobile Companies’ 10 automobile dealerships and one collision center in the greater Atlanta market for an expected aggregate Purchase Price of approximately $1.3 billion plus inventory, subject to customary adjustments. The structure includes a $10.0 million escrow deposit within five business days and an $80.0 million post-closing escrow released in stages over 3, 9 and 18 months, and closing is conditioned on manufacturer consents and Hart-Scott-Rodino clearance within 160 days, extendable to 190 days. Sellers and principals agreed to three-year non-competition and non-solicitation covenants, and Group 1 will receive a transitional, royalty-free license to use certain “Hennessy” trademarks. Financing is supported by a JPMorgan commitment for a 364-day senior unsecured bridge facility of $1.25 billion, and the company expects to fund the Purchase Price through $1.25 billion of new debt backstopped by this bridge facility.

For the quarter ended June 30, 2026, Group 1 reported total revenues of $5,385.1 million, down (5.6)% from the prior-year quarter, and net income from continuing operations of $103.0 million versus $139.8 million. Adjusted net income from continuing operations was $114.9 million. Diluted earnings per share from continuing operations were $8.62, with adjusted diluted EPS of $9.61. Gross profit declined (8.0)% to $860.6 million, while SG&A expenses increased to 72.4% of gross profit, or 70.8% on an adjusted basis. As of June 30, 2026, cash and cash equivalents rose to $164.5 million, total debt decreased to $3,363.0 million, and total equity was $2,952.2 million. Year to date, the company repurchased 205,190 shares, about 1.7% of shares outstanding at January 1, 2026, for $72.4 million at an average price of $353.08, ending the quarter with 11,925,913 shares (including unvested restricted stock) and $306.3 million remaining under its repurchase authorization. Management cited completion of a $50 million annualized U.S. expense reduction initiative, ongoing U.S. acquisitions, U.K. Jaguar/Land Rover dealership disposals totaling about $900 million in annualized revenues, and the opening of the first of three planned Geely locations in the U.K.

Positive

• $1.3 billion Hennessy acquisition expected to generate about $1.7 billion annual revenue.
• Completed U.S. expense reduction initiative delivering $50 million in annualized savings.
• Total debt declined to $3,363.0 million while cash increased to $164.5 million.

Negative

• Q2 2026 total revenues fell 5.6% year over year to $5,385.1 million.
• Net income from continuing operations declined 26.4% to $103.0 million versus Q2 2025.
• SG&A rose to 72.4% of gross profit (70.8% adjusted), compressing margins.

Filing Explained

The Hennessy agreement remains pending, but the company says the 10 dealerships are expected to generate about $1.7 billion in annual revenue; that is a projection, not revenue already acquired.

8-K Event Classification

4 items: 1.01, 2.02, 7.01, 9.01

4 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Q2 2026 Total Revenues: $5,385.1 million Q2 2026 Net Income from Continuing Operations: $103.0 million Q2 2026 Diluted EPS from Continuing Operations: $8.62 +5 more

8 metrics

Q2 2026 Total Revenues $5,385.1 million Three months ended June 30, 2026; decrease of (5.6)% vs Q2 2025

Q2 2026 Net Income from Continuing Operations $103.0 million Three months ended June 30, 2026; decrease of (26.4)% vs Q2 2025

Q2 2026 Diluted EPS from Continuing Operations $8.62 Versus $10.77 in the prior-year quarter; change of ($2.15), (20.0)%

Q2 2026 Adjusted Diluted EPS from Continuing Operations $9.61 Non-GAAP measure; compared with $11.52 in the prior-year quarter

Hennessy Acquisition Purchase Price Approximately $1.3 billion Aggregate purchase price for substantially all assets, plus inventory, subject to adjustments

Bridge Facility Commitment $1.25 billion 364-day senior unsecured bridge facility committed by JPMorgan Chase Bank, N.A.

Cash and Cash Equivalents $164.5 million Balance at June 30, 2026

Total Debt $3,363.0 million As of June 30, 2026; down from $3,699.5 million at December 31, 2025

Key Terms

Hart-Scott-Rodino Antitrust Improvements Act of 1976, bridge facility, non-GAAP, floorplan interest expense, +1 more

5 terms

Hart-Scott-Rodino Antitrust Improvements Act of 1976 regulatory

"receipt of approval or expiration of the waiting period required by the Hart-Scott-Rodino Antitrust Improvements Act of 1976"

bridge facility financial

"JPMorgan has committed to provide a 364-day senior unsecured bridge facility in an aggregate principal amount of $1.25 billion"

A bridge facility is a short-term loan or credit line companies use to cover immediate cash needs while they arrange longer-term financing, sell assets, or complete a larger funding deal. Investors care because it temporarily props up a company’s finances and can signal urgent funding gaps; like a bridge that lets traffic keep moving until a permanent road is built, it reduces short-term default risk but may carry higher cost or dilution if extended.

non-GAAP financial

"adjusted diluted earnings per common share from continuing operations (a non-GAAP measure) was $9.61"

Non-GAAP refers to financial measures that companies use to show their earnings or performance without including certain expenses or income that are often added back to give a different picture. It matters because it can make a company's results look better or more favorable, but it may also hide important costs, so investors need to look at both GAAP (official rules) and non-GAAP numbers to get a full understanding.

floorplan interest expense financial

"Floorplan interest expense was 22.0 compared to 26.4 in the prior-year quarter"

Floorplan interest expense is the cost a dealer or seller pays in interest on short-term loans used to buy inventory, such as vehicles or heavy equipment, before those items are sold. Think of it like a retailer paying interest on a credit line to stock its shelves: the longer inventory sits unsold, the more interest accrues. Investors watch this number because it reduces profit, drains cash flow, and can signal financing stress or slower sales if it grows relative to revenue.

Same Store financial

"Same Store Operating Data — Consolidated presents the results of dealerships for identical months"

Same store describes sales or revenue measured only at locations or outlets that have been open for a specified prior period, excluding new openings and closed units so performance is compared on an “apples-to-apples” basis. Investors use same-store figures to see whether existing operations are growing or shrinking on their own, like checking whether a long-standing shop is selling more or fewer items this year without the distortion of added or removed stores.

Earnings Snapshot

Total revenues: $5,385.1 million

Three months ended June 30, 2026

Total revenues $5,385.1 million (5.6)% vs Q2 2025

Net income from continuing operations $103.0 million (26.4)% vs Q2 2025

Diluted EPS from continuing operations $8.62 ($2.15), (20.0)% vs Q2 2025

Adjusted diluted EPS from continuing operations (non-GAAP) $9.61 vs $11.52 in Q2 2025

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What major acquisition did Group 1 Automotive (GPI) agree to in July 2026?

Group 1 Automotive signed a Purchase and Sale Agreement to acquire substantially all assets of Hennessy Automobile Companies, including 10 Atlanta-area dealerships and one collision center, along with related real estate and services, significantly expanding its presence in the greater Atlanta, Georgia market.

How much will Group 1 Automotive (GPI) pay for the Hennessy dealerships?

Group 1 Automotive expects to pay an aggregate purchase price of approximately $1.3 billion, plus additional amounts for remaining inventory assets determined by a physical count at or near closing, with the total subject to customary purchase price adjustments described in the Purchase Agreement.

How is Group 1 Automotive (GPI) financing the Hennessy acquisition?

Group 1 Automotive entered a Commitment Letter with JPMorgan for a $1.25 billion, 364-day senior unsecured bridge facility. The company expects to fund the Purchase Price through $1.25 billion of new debt, backstopped by this bridge commitment, subject to the conditions in the letter.

How did Group 1 Automotive (GPI) perform financially in Q2 2026?

In Q2 2026, Group 1 Automotive reported total revenues of $5,385.1 million, down (5.6)% year over year, and net income from continuing operations of $103.0 million. Diluted EPS from continuing operations was $8.62, with adjusted diluted EPS (non-GAAP) of $9.61.

What share repurchases did Group 1 Automotive (GPI) complete in 2026?

During 2026 to date, Group 1 Automotive repurchased 205,190 shares of common stock, about 1.7% of shares outstanding at January 1, 2026, at an average price of $353.08, for a total cost of $72.4 million excluding $0.5 million of excise taxes.

How did Group 1 Automotive’s (GPI) balance sheet change by June 30, 2026?

As of June 30, 2026, Group 1 Automotive’s cash and cash equivalents increased to $164.5 million from $32.5 million, while total debt decreased to $3,363.0 million from $3,699.5 million. Total equity rose to $2,952.2 million, reflecting retained earnings and capital management activities.

What operational portfolio changes did Group 1 Automotive (GPI) report for 2026?

Year to date, Group 1 Automotive acquired dealerships with expected annual revenues of approximately $340 million and disposed of dealerships, including four Jaguar/Land Rover stores in the U.K., representing about $900 million in annualized revenues, while also opening its first new Geely franchise in June 2026.

0001031203false00010312032026-07-302026-07-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 30, 2026

Group 1 Automotive, Inc.

(Exact name of Registrant as specified in its charter)

Delaware

1-13461

76-0506313

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

730 Town and Country Blvd, Suite 500

Houston, Texas 77024

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code (713) 647-5700

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Ticker symbol(s)

Name of exchange on which registered

Common stock, par value $0.01 per share

GPI

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if that registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 1.01     Entry into a Material Definitive Agreement.

Purchase Agreement

On July 30, 2026, Group 1 Automotive, Inc., a Delaware corporation (the “Company”), entered into a Purchase and Sale Agreement (the “Purchase Agreement”) with Hennessy Automobile Companies, Inc., a Georgia corporation, Telalee Partners, Inc., a Georgia corporation, Woodhaven Partners, LLC, a Georgia limited liability company, Woodhaven Partners II, Inc., a Georgia corporation, Hennessy Cadillac, Inc., a Georgia corporation, Tuxedo Partners, Inc., a Georgia corporation, Valley Partners, Inc., a Georgia corporation, and Berwyn Partners, Inc., a Georgia corporation (each, a “Seller” and collectively, the “Sellers”), and the affiliated real estate holding entities identified therein (collectively with the Sellers, the “Seller Parties” and, together with their respective subsidiaries, the “Selling Entities”), and, solely for certain limited purposes, Peter R. Hennessy, Mark W. Hennessy and Stephen R. Hennessy (collectively, the “Principals”). The Selling Entities, collectively, are engaged in (i) the operation of ten automobile dealerships and one collision center located in the greater Atlanta, Georgia market, (ii) owning and leasing real estate to related to automobile dealerships and (iii) selling and providing products and services related to the operation of automobile dealerships and a collision center (collectively, the “Business”).

Pursuant to the Purchase Agreement, the Company will acquire substantially all of the assets of the Selling Entities that relate to the Business (collectively, the “Transaction”). The Company expects to pay an aggregate purchase price of approximately $1.3 billion, plus an additional amount for the remaining inventory assets, to be determined based on a physical inventory conducted at or near closing, in each case subject to customary adjustments described in the Purchase Agreement (the “Purchase Price”). The Company is required to deposit $10.0 million into escrow within five business days of entering into the Purchase Agreement, subject to extension under certain circumstances, which will be credited toward the Purchase Price payable at the closing of the Transaction. At the closing of the Transaction, $80.0 million of the Purchase Price will be deposited into escrow as a contingent reserve to be used, if necessary, to compensate the Company for any post-closing indemnifiable losses pursuant to the terms of the Purchase Agreement, with 25% to be released to the Sellers three months after the closing of the Transaction, an additional 25% to be released nine months after the closing of the Transaction, and the remainder to be released 18 months after the closing of the Transaction, in each case subject to pending claims, if any.

The Purchase Agreement contains customary representations and warranties made by each of the parties, and the Company and the Seller Parties have agreed to indemnify one another against certain damages, subject to certain exceptions and limitations. The closing of the Transaction is subject to various closing conditions, including the receipt of required consents from the applicable vehicle manufacturers and receipt of approval or expiration of the waiting period required by the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended. The Purchase Agreement also contains certain termination rights of the Company and the Sellers.

The Transaction is expected to close no later than the 160th day after the date of the Purchase Agreement (subject to extension to the 190th day after the date of the Purchase Agreement under certain circumstances relating to manufacturer consents), provided that the closing conditions are satisfied or waived. In connection with the Transaction, the Sellers and the Principals have agreed to customary non-competition and non-solicitation covenants for a period of three years following the closing of the Transaction, and the parties will enter into a trademark license agreement granting the Company a royalty-free license to use certain “Hennessy” trademarks and related intellectual property in connection with the Dealerships for a limited transition period.

In connection with, and concurrently with its entry into, the Purchase Agreement, the Company entered into a commitment letter, dated July 30, 2026 (the “Commitment Letter”), with JPMorgan Chase Bank, N.A. (“JPMorgan”), pursuant to which JPMorgan has committed, subject to the satisfaction of the conditions set forth therein, to provide the Company with a 364-day senior unsecured bridge facility (the “Bridge Facility”) in an aggregate principal amount of $1.25 billion. The Company expects to fund the Purchase Price through $1.25 billion of new debt, backstopped by a bridge commitment.

Item 2.02     Results of Operations and Financial Condition.

On July 30, 2026, the Company issued a press release announcing its financial results for the three months ended June 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

As provided in General Instruction B.2. of Form 8-K, the information in this Item 2.02 (including the press release attached as Exhibit 99.1 and incorporated by reference in this Item 2.02) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 7.01     Regulation FD Disclosure.

On July 30, 2026, the Company issued a press release announcing the Transaction, a copy of which is furnished herewith as Exhibit 99.2 and incorporated herein by reference.

The information contained in this Item 7.01, including Exhibit 99.2, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, forward-looking statements often include statements regarding our strategic investments, goals, plans, projections and guidance regarding our financial position, results of operations and business strategy, including the financial and other benefits of anticipated or recently completed acquisitions or dispositions, including the Transaction, the timing and financing thereof and our ability to achieve the intended operational, financial and strategic benefits therefrom. These forward-looking statements often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “should,” “foresee,” “may” or “will” and similar expressions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the impacts of sustained levels of inflation, including reduced affordability of automobiles for consumers, (c) developments in U.S. and global trade policy, including the imposition by the U.S. of significant tariffs on the import of automobiles and certain materials used in our parts and services business and the resulting consequences (including, but not limited to, retaliatory tariffs by non-U.S. nations, supply chain disruptions, vehicle and part cost increases and demand decreases, and potential recessions in the U.S. and U.K.), and the passage of the “One Big Beautiful Bill,” including the associated impact on tax deductions in the domestic car industry and the elimination of certain clean energy tax credits, which could impact incentives for electric vehicle production and sales, (d) the level of manufacturer incentives, (e) our ability to comply with extensive laws, regulations and policies applicable to our operations, including BEV mandates in the U.K., and their impact on new vehicle demand, (f) our ability to obtain an inventory of desirable new and used vehicles (including as a result of changes in the international trade environment), (g) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (h) our cost of financing and the availability of credit for consumers, (i) our ability to complete acquisitions and dispositions, including the Transaction, on a timely basis, if at all, and the risks associated therewith, (j) our ability to successfully integrate recent and future acquisitions, including the Transaction, and realize the expected benefits from consummated acquisitions, (k) foreign exchange controls and currency fluctuations, (l) the armed conflicts in Ukraine and the Middle East, (m) our ability to maintain sufficient liquidity to operate, and (n) a material failure in or breach of our vendors’ information technology systems and other cybersecurity incidents. Additional information concerning these and other factors that could cause our actual results to differ from our expectations can be found in our filings with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2025, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. You are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press release of Group 1 Automotive, Inc., dated as of July 30, 2026.
99.2						Press release of Group 1 Automotive, Inc., dated as of July 30, 2026.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 

Group 1 Automotive, Inc.

Date:

July 30, 2026

By:

/s/ Daniel J. McHenry

Daniel J. McHenry

Senior Vice President and Chief Financial Officer

Exhibit 99.1

FOR IMMEDIATE RELEASE

Group 1 Automotive Reports Second Quarter 2026 Financial Results

•Current quarter diluted earnings per common share from continuing operations of $8.62 and current quarter adjusted diluted earnings per common share from continuing operations (a non-GAAP measure) of $9.61

•U.S. current quarter SG&A as a % of gross profit of 67.5%; U.S. current quarter adjusted SG&A as a % of gross profit (a non-GAAP measure) improved sequentially 400+ basis points to 66.4%

•Separately announces agreement to acquire 10 dealerships from Hennessy Automobile Companies and recently completed the purchase of two additional dealerships in the fast-growing Atlanta market, further strengthening our proven cluster strategy

HOUSTON, TX, July 30, 2026 — Group 1 Automotive, Inc. (NYSE: GPI) (“Group 1” or the “Company”), a Fortune 250 automotive retailer with 251 dealerships located in the U.S. and U.K., today reported financial results for the second quarter of 2026 (“current quarter”).

“While our second quarter results softened due to consumer affordability issues, we continued to execute against the strategic initiatives that will strengthen Group 1 over the long term,” said Daryl Kenningham, Group 1's President and Chief Executive Officer. “During the quarter in the U.S., we successfully completed our previously announced $50 million annualized expense reduction initiative, exceeding our targets. We also continued to invest in our future through strategic dealership acquisitions and dispositions, advanced our corporate rebranding to more than 60% completion, and expanded our virtual F&I platform to more than 40% of our stores. We remain focused on disciplined execution that will continue to drive sustainable value for our shareholders.”

“To that end, earlier today we announced our intent to acquire Hennessy Automobile Companies which, along with two additional dealership acquisitions, will boost our presence to 15 dealerships in Atlanta. The purchase of these high-volume dealerships in a tremendous growth market is the ideal execution of our cluster strategy and bolsters Group 1’s position for the long term.”

Reconciliations for financial results, non-GAAP metrics and diluted earnings per common share between continuing and discontinued operations are included in the accompanying financial tables.

Current Quarter Results Overview

•Current quarter total revenues were $5.4 billion, compared to $5.7 billion for the second quarter of 2025 (“prior-year quarter”).

•Current quarter net income from continuing operations was $103.0 million, compared to $139.8 million for the prior-year quarter.

•Current quarter adjusted net income from continuing operations (a non-GAAP measure) was $114.9 million, compared to $149.6 million for the prior-year quarter.

•Current quarter diluted earnings per common share from continuing operations was $8.62, compared to $10.77 for the prior-year quarter.

•Current quarter adjusted diluted earnings per common share from continuing operations (a non-GAAP measure) was $9.61, compared to $11.52 for the prior-year quarter.

1

Second Quarter 2026 Key Performance Metrics (year-over-year comparable period basis)			Consolidated						Same Store (a non-GAAP measure)
Reported:			2Q26			Change			2Q26			Change
Total revenues			$5.4B			(5.6)%			$5.2B			(3.3)%
Total gross profit (“GP”)			$860.6M			(8.0)%			$835.9M			(6.1)%
NV units sold			53,335			(4.4)%			51,840			(2.8)%
NV GP per retail unit (“PRU”)			$3,254			(8.5)%			$3,233			(9.0)%
Used vehicle (“UV”) retail units sold			53,469			(11.2)%			51,907			(9.8)%
UV retail GP PRU			$1,532			(4.3)%			$1,534			(5.3)%
Parts & service (“P&S”) GP			$389.0M			(3.4)%			$377.2M			(0.2)%
P&S Gross Margin (“GM”)			56.2%			+0.1%			56.0%			(1.3)%
Finance and Insurance (“F&I”) revenues			$216.8M			(8.8)%			$211.7M			(7.5)%
F&I GP PRU			$2,030			(1.0)%			$2,041			(1.2)%
Selling, General and Administrative (“SG&A”) expenses as a % of GP			72.4%			+341 bps			71.0%			+310 bps
Adjusted SG&A expenses (a non-GAAP measure) as a % of GP			70.8%			+214 bps			70.1%			+253 bps

Corporate Development

Today, in a separate press release, the Company announced that it has signed a definitive agreement to acquire the 10 dealerships of the Hennessy Automobile Companies, located in the Atlanta market. The Company expects the transaction to close by year-end 2026, subject to regulatory and OEM approvals, as well as other customary closing conditions, and generate approximately $1.7 billion in annual revenues. For additional information, see the Company’s separate press release and Current Report on Form 8-K filed in connection with this transaction.

During the current quarter, the Company acquired four dealerships in the U.S., two of which were acquired as part of a back-to-back transaction with the intention of reselling them concurrently with or shortly after acquisition. These two dealerships were classified as assets held for sale as of the end of the current quarter. The Company completed the disposition of these dealerships in July 2026. The two retained dealerships, Stone Mountain Toyota and Stone Mountain Honda, also located in the Atlanta market, are expected to generate approximately $205 million in annual revenues.

Year to date, the Company has acquired and successfully integrated dealership operations with total expected annual revenues of approximately $340 million. The Company remains focused on efficiently and effectively integrating acquisitions into existing operations to create value for shareholders.

During the current quarter, the Company disposed of four Jaguar/Land Rover dealerships in the U.K. These dealerships generated approximately $330 million in annual revenues, bringing year-to-date total annualized revenues associated with dealership dispositions for the Company to $900 million.

As previously announced, the Company entered into an agreement with Chinese automaker Geely to expand its U.K. network through three new locations. The first Geely franchise opened in June 2026, with the remaining two locations expected to open later in the year.

Share Repurchases

The Company did not repurchase any shares of its common stock during the current quarter. During the current year, the Company repurchased 205,190 shares of common stock, representing approximately 1.7% of shares outstanding as of January 1, 2026, at an average price of $353.08 per share, for a total cost of $72.4 million, excluding excise taxes of $0.5 million.

As of June 30, 2026, the Company had 11,925,913 shares of common stock and unvested restricted stock awards outstanding in the aggregate, and $306.3 million remaining under its Board authorized share repurchase program.

Future repurchases may be made from time to time, based on market conditions, legal requirements and other corporate considerations in the open market, pursuant to Rule 10b5-1 trading plans or in privately negotiated transactions, and subject to Board approval and covenant restrictions.

2

Second Quarter Earnings Conference Call Details

Daryl Kenningham, Group 1’s President and Chief Executive Officer, and the Company’s senior management team will host a conference call today at 10:00 a.m. ET to discuss the second quarter 2026 financial results and the Company’s announced acquisition of the Hennessy Automobile Companies. The conference call will be simulcast live on the Internet at http://www.group1corp.com/events. A webcast replay will be available for 30 days. A copy of the Company’s presentation will also be made available at http://www.group1corp.com/company-presentations.

The conference call will also be available live by dialing in 10 minutes prior to the start of the call at:

Domestic: 1-888-317-6003

International: 1-412-317-6061

Passcode:     7253681

A telephonic replay will be available following the call through August 6, 2026, by dialing:

Domestic: 1-855-669-9658

International: 1-412-317-0088

Replay Code:    3264764

ABOUT GROUP 1 AUTOMOTIVE, INC.

Group 1 owns and operates 251 automotive dealerships, 312 franchises, and 32 collision centers in the United States and the United Kingdom that offer 37 brands of automobiles. Through its dealerships and omni-channel platform, the Company sells new and used cars and light trucks; arranges related vehicle financing; sells service contracts; provides automotive maintenance and repair services; and sells vehicle parts.

Group 1 discloses additional information about the Company, its business, and its results of operations at www.group1corp.com, www.group1auto.com, www.group1collision.com, www.acceleride.com, and www.facebook.com/group1auto.

3

FORWARD-LOOKING STATEMENTS

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, the forward-looking statements often include statements regarding our strategic investments, goals, plans, projections and guidance regarding our financial position, results of operations and business strategy, including the financial and other benefits of anticipated or recently completed acquisitions or dispositions, including the pending acquisition of Hennessy Automobile Companies (the “Hennessy Acquisition”), the timing and financing thereof and our ability to achieve the intended operational, financial and strategic benefits therefrom. These forward-looking statements often contain words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "should," "foresee," "may" or "will" and similar expressions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the impacts of sustained levels of inflation, including reduced affordability of automobiles for consumers, (c) developments in U.S. and global trade policy, including the imposition by the U.S. of significant tariffs on the import of automobiles and certain materials used in our parts and services business and the resulting consequences (including, but not limited to, retaliatory tariffs by non-U.S. nations, supply chain disruptions, vehicle and part cost increases and demand decreases, and potential recessions in the U.S. and U.K.) and the passage of the "One Big Beautiful Bill," including the associated impact on tax deductions in the domestic car industry and the elimination of certain clean energy tax credits, which could impact incentives for electric vehicle production and sales, (d) the level of manufacturer incentives, (e) our ability to comply with extensive laws, regulations and policies applicable to our operations, including BEV mandates in the U.K., and their impact on new vehicle demand, (f) our ability to obtain an inventory of desirable new and used vehicles (including as a result of changes in the international trade environment), (g) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (h) our cost of financing and the availability of credit for consumers, (i) our ability to complete acquisitions and dispositions, including the pending Hennessy Acquisition, on a timely basis, if at all and the risks associated therewith, (j) our ability to successfully integrate recent and future acquisitions, including the Hennessy Acquisition, and realize the expected benefits from consummated acquisitions, (k) foreign exchange controls and currency fluctuations, (l) the armed conflicts in Ukraine and the Middle East, (m) our ability to maintain sufficient liquidity to operate, and (n) a material failure in or breach of our vendors’ information technology systems and other cybersecurity incidents. For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

4

NON-GAAP FINANCIAL MEASURES, SAME STORE DATA, AND OTHER DATA

In addition to evaluating the financial condition and results of our operations in accordance with U.S. GAAP, from time to time our management evaluates and analyzes results and any impact on the Company of strategic decisions and actions relating to, among other things, cost reduction, growth, profitability improvement initiatives, and other events outside of normal, or "core," business and operations, by considering alternative financial measures not prepared in accordance with U.S. GAAP. In our evaluation of results from time to time, we exclude items that do not arise directly from core operations, such as non-cash asset impairment charges, out-of-period adjustments, legal matters, gains and losses on dealership franchise or real estate transactions, and catastrophic events, such as hailstorms, hurricanes and snow storms. Because these non-core charges and gains materially affect the Company's financial condition or results in the specific period in which they are recognized, management also evaluates, and makes resource allocation and performance evaluation decisions based on, the related non-GAAP measures excluding such items. This includes evaluating measures such as adjusted selling, general and administrative expenses, adjusted net income, adjusted diluted earnings per share, adjusted operating margin, adjusted pretax margin and constant currency. These adjusted measures are not measures of financial performance under U.S. GAAP, but are instead considered non-GAAP financial performance measures. Non-GAAP measures do not have definitions under U.S. GAAP and may be defined differently by, and not be comparable to similarly titled measures used by, other companies. As a result, any non-GAAP financial measures considered and evaluated by management are reviewed in conjunction with a review of the most directly comparable measures calculated in accordance with U.S. GAAP. We caution investors not to place undue reliance on such non-GAAP measures, but also to consider them with the most directly comparable U.S. GAAP measures.

In addition to using such non-GAAP measures to evaluate results in a specific period, management believes that such measures may provide more complete and consistent comparisons of operational performance on a period-over-period historical basis and a better indication of expected future trends. Our management also uses these adjusted measures in conjunction with U.S. GAAP financial measures to assess our business, including communication with our Board of Directors, investors, and industry analysts concerning financial performance. We disclose these non-GAAP measures, and the related reconciliations, because we believe investors use these metrics in evaluating longer-term period-over-period performance, and to allow investors to better understand and evaluate the information used by management to assess operating performance. The exclusion of certain expenses in the calculation of non-GAAP financial measures should not be construed as an inference that these costs are unusual or infrequent. We anticipate excluding these expenses in the future presentation of our non-GAAP financial measures.

In addition, we evaluate our results of operations on both an as reported and a constant currency basis. The constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates. We believe providing constant currency information provides valuable supplemental information regarding our underlying business and results of operations, consistent with how we evaluate our performance. We calculate constant currency percentages by converting our current period reported results for entities reporting in currencies other than U.S. dollars using comparative period exchange rates rather than the actual exchange rates in effect during the respective periods. The constant currency performance measures should not be considered a substitute for, or superior to, the measures of financial performance prepared in accordance with U.S. GAAP. The Same Store amounts presented include the results of dealerships for the identical months in each period presented in comparison, commencing with the first full month in which the dealership was owned by us and, in the case of dispositions, ending with the last full month it was owned by us. Same Store results also include the activities of our corporate headquarters.

Certain amounts in the financial statements may not compute due to rounding. All computations have been calculated using unrounded amounts for all periods presented.

5

Investor contacts:

David Helderman

Senior Manager, Investor Relations

Group 1 Automotive, Inc.

ir@group1auto.com

Media contacts:

Pete DeLongchamps

Senior Vice President, Manufacturer Relations, Financial Services and Corporate Development

Group 1 Automotive, Inc.

pdelongchamps@group1auto.com

Kimberly Barta

Head of Marketing and Communications

Group 1 Automotive, Inc.

kbarta@group1auto.com

or

Jude Gorman / Clayton Erwin

Collected Strategies

Group1-CS@collectedstrategies.com

6

Group 1 Automotive, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(In millions, except per share data)
						Three Months Ended June 30,
						2026						2025						Increase/(Decrease)						% Change
REVENUES:
New vehicle retail sales						$	2,606.1					$	2,735.5					$	(129.3)					(4.7)		%
Used vehicle retail sales						1,718.3						1,848.2						(129.9)						(7.0)		%
Used vehicle wholesale sales						151.5						163.8						(12.3)						(7.5)		%
Parts and service sales						692.4						718.4						(26.0)						(3.6)		%
Finance, insurance and other, net						216.8						237.8						(21.0)						(8.8)		%
Total revenues						5,385.1						5,703.5						(318.5)						(5.6)		%
COST OF SALES:
New vehicle retail sales						2,432.6						2,537.1						(104.6)						(4.1)		%
Used vehicle retail sales						1,636.4						1,751.8						(115.4)						(6.6)		%
Used vehicle wholesale sales						152.2						163.3						(11.0)						(6.8)		%
Parts and service sales						303.4						315.6						(12.2)						(3.9)		%
Total cost of sales						4,524.5						4,767.8						(243.2)						(5.1)		%
GROSS PROFIT						860.6						935.8						(75.2)						(8.0)		%
Selling, general and administrative expenses						623.5						646.1						(22.6)						(3.5)		%
Depreciation and amortization expense						30.9						28.7						2.2						7.6		%
Asset impairments						1.0						0.4						0.6						184.8		%
Restructuring charges						2.1						7.6						(5.5)						(72.3)		%
INCOME FROM OPERATIONS						203.1						253.0						(49.9)						(19.7)		%
Floorplan interest expense						22.0						26.4						(4.4)						(16.7)		%
Other interest expense, net						46.7						42.7						4.0						9.3		%
INCOME BEFORE INCOME TAXES						134.4						183.9						(49.5)						(26.9)		%
Provision for income taxes						31.4						44.0						(12.6)						(28.7)		%
Net income from continuing operations						103.0						139.8						(36.9)						(26.4)		%
Net income from discontinued operations						0.3						0.7						(0.4)						(51.2)		%
NET INCOME						$	103.3					$	140.5					$	(37.2)					(26.5)		%
Less: Earnings allocated to participating securities						1.0						1.6						(0.6)						(38.4)		%
Net income available to diluted common shares						$	102.3					$	139.0					$	(36.6)					(26.3)		%
Diluted earnings per share from continuing operations						$	8.62					$	10.77					$	(2.15)					(20.0)		%
Diluted earnings per share from discontinued operations						$	0.03					$	0.05					$	(0.02)					(47.0)		%
DILUTED EARNINGS PER SHARE						$	8.64					$	10.82					$	(2.18)					(20.1)		%
Weighted average dilutive common shares outstanding						11.8						12.8						(1.0)						(7.8)		%
Weighted average participating securities						0.1						0.1						—						(23.0)		%
Total weighted average shares						12.0						13.0						(1.0)						(8.0)		%
Effective tax rate on continuing operations						23.4		%				24.0		%				(0.6)		%

7

Group 1 Automotive, Inc.
Condensed Consolidated Statements of Operations
(Unaudited)
(In millions, except per share data)
						Six Months Ended June 30,
						2026						2025						Increase/(Decrease)						% Change
REVENUES:
New vehicle retail sales						$	5,168.5					$	5,415.4					$	(246.9)					(4.6)		%
Used vehicle retail sales						3,493.2						3,603.6						(110.4)						(3.1)		%
Used vehicle wholesale sales						300.9						315.4						(14.4)						(4.6)		%
Parts and service sales						1,396.8						1,410.4						(13.6)						(1.0)		%
Finance, insurance and other, net						432.7						464.0						(31.3)						(6.7)		%
Total revenues						10,792.2						11,208.8						(416.7)						(3.7)		%
COST OF SALES:
New vehicle retail sales						4,822.2						5,027.4						(205.2)						(4.1)		%
Used vehicle retail sales						3,323.6						3,413.7						(90.1)						(2.6)		%
Used vehicle wholesale sales						300.1						313.3						(13.2)						(4.2)		%
Parts and service sales						607.8						626.7						(18.9)						(3.0)		%
Total cost of sales						9,053.7						9,381.1						(327.4)						(3.5)		%
GROSS PROFIT						1,738.4						1,827.7						(89.3)						(4.9)		%
Selling, general and administrative expenses						1,224.1						1,263.4						(39.3)						(3.1)		%
Depreciation and amortization expense						62.1						58.0						4.1						7.0		%
Asset impairments						3.5						0.8						2.8						358.1		%
Restructuring charges						3.1						18.7						(15.6)						(83.3)		%
INCOME FROM OPERATIONS						445.7						486.9						(41.2)						(8.5)		%
Floorplan interest expense						45.3						53.3						(8.0)						(15.0)		%
Other interest expense, net						95.5						82.5						13.0						15.8		%
Other income						—						(0.2)						0.2						(99.9)		%
INCOME BEFORE INCOME TAXES						304.9						351.4						(46.5)						(13.2)		%
Provision for income taxes						72.0						83.8						(11.8)						(14.1)		%
Net income from continuing operations						232.9						267.6						(34.7)						(13.0)		%
Net income from discontinued operations						0.7						1.0						(0.4)						(35.9)		%
NET INCOME						$	233.5					$	268.6					$	(35.1)					(13.1)		%
Less: Earnings allocated to participating securities						2.3						3.2						(0.9)						(28.0)		%
Net income available to diluted common shares						$	231.2					$	265.4					$	(34.2)					(12.9)		%
Diluted earnings per share from continuing operations						$	19.44					$	20.40					$	(0.96)					(4.7)		%
Diluted earnings per share from discontinued operations						$	0.06					$	0.08					$	(0.02)					(29.8)		%
DILUTED EARNINGS PER SHARE						$	19.50					$	20.48					$	(0.98)					(4.8)		%
Weighted average dilutive common shares outstanding						11.9						13.0						(1.1)						(8.5)		%
Weighted average participating securities						0.1						0.2						—						(24.5)		%
Total weighted average shares						12.0						13.1						(1.1)						(8.7)		%
Effective tax rate on continuing operations						23.6		%				23.8		%				(0.2)		%

8

Group 1 Automotive, Inc.
Additional Information — Consolidated
(Unaudited)
						June 30, 2026						December 31, 2025						Increase/(Decrease)						% Change
SELECTED BALANCE SHEET INFORMATION:
(In millions)
Cash and cash equivalents						$	164.5					$	32.5					$	132.1					406.5		%
Inventories, net						$	2,759.6					$	2,741.3					$	18.3					0.7		%
Floorplan notes payable, net (1)						$	2,181.2					$	1,915.8					$	265.4					13.9		%
Total debt						$	3,363.0					$	3,699.5					$	(336.5)					(9.1)		%
Total equity						$	2,952.2					$	2,789.1					$	163.0					5.8		%
(1) Amounts are net of offset accounts of $157.5 and $504.2, respectively.

						Three Months Ended June 30,												Six Months Ended June 30,
						2026						2025						2026						2025
NEW VEHICLE UNIT SALES GEOGRAPHIC MIX:
United States						72.3		%				73.6		%				69.2		%				70.5		%
United Kingdom						27.7		%				26.4		%				30.8		%				29.5		%
NEW VEHICLE UNIT SALES BRAND MIX:
Toyota/Lexus						27.5		%				26.7		%				26.4		%				24.9		%
Volkswagen/Audi/Porsche/SEAT/SKODA						14.7		%				14.3		%				15.2		%				15.8		%
BMW/MINI						13.4		%				11.7		%				13.2		%				12.0		%
Honda/Acura						9.1		%				8.9		%				8.5		%				8.5		%
Mercedes-Benz/Sprinter/smart						7.1		%				7.6		%				8.3		%				8.5		%
Chevrolet/GMC/Buick						7.6		%				8.8		%				7.3		%				8.3		%
Ford/Lincoln						6.9		%				7.1		%				6.8		%				6.8		%
Hyundai/Kia/Genesis						5.9		%				5.6		%				5.7		%				5.4		%
Jaguar/Land Rover						1.8		%				2.2		%				2.7		%				2.6		%
Nissan						1.9		%				2.1		%				1.8		%				2.0		%
Subaru						1.9		%				2.2		%				1.7		%				2.5		%
Chrysler/Dodge/Jeep/RAM/Citroën/Leapmotor						1.0		%				1.6		%				1.2		%				1.7		%
Mazda						1.2		%				1.1		%				1.0		%				1.1		%
Other						0.1		%				0.1		%				0.1		%				0.1		%
						100.0		%				100.0		%				100.0		%				100.0		%

						June 30, 2026						December 31, 2025						June 30, 2025
DAYS’ SUPPLY IN INVENTORY (1):
Consolidated
New vehicle inventory						49						46						43
Used vehicle inventory						36						36						35
U.S.
New vehicle inventory						54						44						48
Used vehicle inventory						32						29						31
U.K.
New vehicle inventory						36						52						32
Used vehicle inventory						43						55						43
(1) Days’ supply in inventory is calculated based on inventory unit levels and 30-day total unit sales volumes, both at the end of each reporting period.

9

Group 1 Automotive, Inc.
Reported Operating Data — Consolidated
(Unaudited)
(In millions, except unit data)
			Three Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	2,606.1					$	2,735.5					$	(129.3)					(4.7)		%							$	2.0					(4.8)		%
Used vehicle retail sales			1,718.3						1,848.2						(129.9)						(7.0)		%							3.1						(7.2)		%
Used vehicle wholesale sales			151.5						163.8						(12.3)						(7.5)		%							0.3						(7.7)		%
Total used			1,869.8						2,012.0						(142.2)						(7.1)		%							3.4						(7.2)		%
Parts and service sales			692.4						718.4						(26.0)						(3.6)		%							0.7						(3.7)		%
F&I, net			216.8						237.8						(21.0)						(8.8)		%							0.2						(8.9)		%
Total revenues			$	5,385.1					$	5,703.5					$	(318.5)					(5.6)		%							$	6.2					(5.7)		%
Gross profit:
New vehicle retail sales			$	173.6					$	198.4					$	(24.8)					(12.5)		%							$	—					(12.5)		%
Used vehicle retail sales			81.9						96.4						(14.5)						(15.0)		%							0.1						(15.2)		%
Used vehicle wholesale sales			(0.7)						0.5						(1.2)						NM									—						NM
Total used			81.2						96.9						(15.7)						(16.2)		%							0.1						(16.4)		%
Parts and service sales			389.0						402.8						(13.8)						(3.4)		%							0.3						(3.5)		%
F&I, net			216.8						237.8						(21.0)						(8.8)		%							0.2						(8.9)		%
Total gross profit			$	860.6					$	935.8					$	(75.2)					(8.0)		%							$	0.7					(8.1)		%
Gross margin:
New vehicle retail sales			6.7		%				7.3		%				(0.6)		%
Used vehicle retail sales			4.8		%				5.2		%				(0.4)		%
Used vehicle wholesale sales			(0.5)		%				0.3		%				(0.8)		%
Total used			4.3		%				4.8		%				(0.5)		%
Parts and service sales			56.2		%				56.1		%				0.1		%
Total gross margin			16.0		%				16.4		%				(0.4)		%
Units sold:
Retail new vehicles sold (1)			53,335						55,763						(2,428)						(4.4)		%
Retail used vehicles sold (1)			53,469						60,240						(6,771)						(11.2)		%
Wholesale used vehicles sold			15,315						17,030						(1,715)						(10.1)		%
Total used			68,784						77,270						(8,486)						(11.0)		%
Average sales price per unit sold:
New vehicle retail (1)			$	51,726					$	50,557					$	1,169					2.3		%							$	39					2.2		%
Used vehicle retail (1)			$	32,195					$	30,713					$	1,482					4.8		%							$	57					4.6		%
Gross profit per unit sold:
New vehicle retail sales			$	3,254					$	3,557					$	(303)					(8.5)		%							$	1					(8.5)		%
Used vehicle retail sales			$	1,532					$	1,600					$	(69)					(4.3)		%							$	3					(4.5)		%
Used vehicle wholesale sales			$	(47)					$	29					$	(76)					NM									$	(2)					NM
Total used			$	1,180					$	1,254					$	(74)					(5.9)		%							$	2					(6.0)		%
F&I PRU			$	2,030					$	2,050					$	(20)					(1.0)		%							$	2					(1.0)		%
Other:
SG&A expenses			$	623.5					$	646.1					$	(22.6)					(3.5)		%							$	0.8					(3.6)		%
Adjusted SG&A expenses (2)			$	609.3					$	642.5					$	(33.2)					(5.2)		%							$	0.8					(5.3)		%
SG&A as % gross profit			72.4		%				69.0		%				3.4		%
Adjusted SG&A as % gross profit (2)			70.8		%				68.7		%				2.1		%
Operating margin %			3.8		%				4.4		%				(0.7)		%
Adjusted operating margin % (2)			4.1		%				4.7		%				(0.5)		%
Pretax margin %			2.5		%				3.2		%				(0.7)		%
Adjusted pretax margin % (2)			2.8		%				3.4		%				(0.6)		%
Floorplan expense:
Floorplan interest expense			$	22.0					$	26.4					$	(4.4)					(16.7)		%							$	—					(16.8)		%
Less: Floorplan assistance (3)			21.9						22.6						(0.7)						(3.0)		%							—						(3.0)		%
Net floorplan expense			$	0.1					$	3.8					$	(3.7)														$	—

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

(3) Floorplan assistance is included within New vehicle retail Gross profit above and New vehicle retail Cost of sales in our Condensed Consolidated Statements of Operations.

NM — Not Meaningful

10

Group 1 Automotive, Inc.
Reported Operating Data — Consolidated
(Unaudited)
(In millions, except unit data)
			Six Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	5,168.5					$	5,415.4					$	(246.9)					(4.6)		%							$	41.3					(5.3)		%
Used vehicle retail sales			3,493.2						3,603.6						(110.4)						(3.1)		%							44.2						(4.3)		%
Used vehicle wholesale sales			300.9						315.4						(14.4)						(4.6)		%							3.7						(5.7)		%
Total used			3,794.2						3,919.0						(124.8)						(3.2)		%							47.8						(4.4)		%
Parts and service sales			1,396.8						1,410.4						(13.6)						(1.0)		%							12.1						(1.8)		%
F&I, net			432.7						464.0						(31.3)						(6.7)		%							2.8						(7.3)		%
Total revenues			$	10,792.2					$	11,208.8					$	(416.7)					(3.7)		%							$	103.9					(4.6)		%
Gross profit:
New vehicle retail sales			$	346.3					$	388.0					$	(41.7)					(10.8)		%							$	3.2					(11.6)		%
Used vehicle retail sales			169.6						189.9						(20.3)						(10.7)		%							2.0						(11.7)		%
Used vehicle wholesale sales			0.8						2.0						(1.2)						(60.4)		%							(0.1)						(53.7)		%
Total used			170.5						192.0						(21.5)						(11.2)		%							1.8						(12.2)		%
Parts and service sales			789.1						783.8						5.3						0.7		%							6.8						(0.2)		%
F&I, net			432.7						464.0						(31.3)						(6.7)		%							2.8						(7.3)		%
Total gross profit			$	1,738.4					$	1,827.7					$	(89.3)					(4.9)		%							$	14.6					(5.7)		%
Gross margin:
New vehicle retail sales			6.7		%				7.2		%				(0.5)		%
Used vehicle retail sales			4.9		%				5.3		%				(0.4)		%
Used vehicle wholesale sales			0.3		%				0.6		%				(0.4)		%
Total used			4.5		%				4.9		%				(0.4)		%
Parts and service sales			56.5		%				55.6		%				0.9		%
Total gross margin			16.1		%				16.3		%				(0.2)		%
Units sold:
Retail new vehicles sold (1)			105,733						111,862						(6,129)						(5.5)		%
Retail used vehicles sold (1)			110,454						119,858						(9,404)						(7.8)		%
Wholesale used vehicles sold			30,717						33,384						(2,667)						(8.0)		%
Total used			141,171						153,242						(12,071)						(7.9)		%
Average sales price per unit sold:
New vehicle retail (1)			$	52,065					$	50,210					$	1,855					3.7		%							$	411					2.9		%
Used vehicle retail (1)			$	31,684					$	30,084					$	1,600					5.3		%							$	401					4.0		%
Gross profit per unit sold:
New vehicle retail sales			$	3,275					$	3,469					$	(194)					(5.6)		%							$	30					(6.5)		%
Used vehicle retail sales			$	1,536					$	1,585					$	(49)					(3.1)		%							$	18					(4.2)		%
Used vehicle wholesale sales			$	26					$	61					$	(35)					(57.0)		%							$	(4)					(49.6)		%
Total used			$	1,207					$	1,253					$	(45)					(3.6)		%							$	13					(4.7)		%
F&I PRU			$	2,001					$	2,002					$	(1)					—		%							$	13					(0.7)		%
Adjusted F&I PRU (2)			$	2,033					$	2,002					$	31					1.5		%							$	13					0.9		%
Other:
SG&A expenses			$	1,224.1					$	1,263.4					$	(39.3)					(3.1)		%							$	12.8					(4.1)		%
Adjusted SG&A expenses (2)			$	1,252.7					$	1,262.8					$	(10.1)					(0.8)		%							$	12.6					(1.8)		%
SG&A as % gross profit			70.4		%				69.1		%				1.3		%
Adjusted SG&A as % gross profit (2)			71.8		%				69.1		%				2.7		%
Operating margin %			4.1		%				4.3		%				(0.2)		%
Adjusted operating margin % (2)			4.0		%				4.5		%				(0.5)		%
Pretax margin %			2.8		%				3.1		%				(0.3)		%
Adjusted pretax margin % (2)			2.7		%				3.3		%				(0.6)		%
Floorplan expense:
Floorplan interest expense			$	45.3					$	53.3					$	(8.0)					(15.0)		%							$	0.5					(16.0)		%
Less: Floorplan assistance (3)			42.0						43.0						(1.0)						(2.4)		%							—						(2.4)		%
Net floorplan expense			$	3.3					$	10.3					$	(7.0)														$	0.5

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

(3) Floorplan assistance is included within New vehicle retail Gross profit above and New vehicle retail Cost of sales in our Condensed Consolidated Statements of Operations.

11

Group 1 Automotive, Inc.
Reported Operating Data — U.S.
(Unaudited)
(In millions, except unit data)
						Three Months Ended June 30,
						2026						2025						Increase/(Decrease)						% Change
Revenues:
New vehicle retail sales						$	2,023.0					$	2,132.9					$	(109.9)					(5.2)		%
Used vehicle retail sales						1,112.8						1,203.2						(90.4)						(7.5)		%
Used vehicle wholesale sales						87.7						86.5						1.2						1.4		%
Total used						1,200.5						1,289.7						(89.2)						(6.9)		%
Parts and service sales						531.0						555.5						(24.5)						(4.4)		%
F&I, net						178.8						199.0						(20.2)						(10.1)		%
Total revenues						$	3,933.4					$	4,177.2					$	(243.8)					(5.8)		%
Gross profit:
New vehicle retail sales						$	125.7					$	150.5					$	(24.8)					(16.5)		%
Used vehicle retail sales						56.3						68.6						(12.4)						(18.0)		%
Used vehicle wholesale sales						2.5						2.5						—						(0.9)		%
Total used						58.7						71.1						(12.4)						(17.4)		%
Parts and service sales						295.2						308.1						(12.9)						(4.2)		%
F&I, net						178.8						199.0						(20.2)						(10.1)		%
Total gross profit						$	658.5					$	728.7					$	(70.2)					(9.6)		%
Gross margin:
New vehicle retail sales						6.2		%				7.1		%				(0.8)		%
Used vehicle retail sales						5.1		%				5.7		%				(0.6)		%
Used vehicle wholesale sales						2.8		%				2.9		%				(0.1)		%
Total used						4.9		%				5.5		%				(0.6)		%
Parts and service sales						55.6		%				55.5		%				0.1		%
Total gross margin						16.7		%				17.4		%				(0.7)		%
Units sold:
Retail new vehicles sold						38,549						41,067						(2,518)						(6.1)		%
Retail used vehicles sold						34,261						39,665						(5,404)						(13.6)		%
Wholesale used vehicles sold						9,012						9,661						(649)						(6.7)		%
Total used						43,273						49,326						(6,053)						(12.3)		%
Average sales price per unit sold:
New vehicle retail						$	52,479					$	51,938					$	541					1.0		%
Used vehicle retail						$	32,481					$	30,335					$	2,146					7.1		%
Gross profit per unit sold:
New vehicle retail sales						$	3,260					$	3,664					$	(404)					(11.0)		%
Used vehicle retail sales						$	1,642					$	1,730					$	(88)					(5.1)		%
Used vehicle wholesale sales						$	275					$	259					$	16					6.2		%
Total used						$	1,358					$	1,442					$	(85)					(5.9)		%
F&I PRU						$	2,456					$	2,465					$	(9)					(0.4)		%
Other:
SG&A expenses						$	444.3					$	471.6					$	(27.2)					(5.8)		%
Adjusted SG&A expenses (1)						$	437.5					$	468.0					$	(30.5)					(6.5)		%
SG&A as % gross profit						67.5		%				64.7		%				2.8		%
Adjusted SG&A as % gross profit (1)						66.4		%				64.2		%				2.2		%

(1) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

12

Group 1 Automotive, Inc.
Reported Operating Data — U.S.
(Unaudited)
(In millions, except unit data)
						Six Months Ended June 30,
						2026						2025						Increase/(Decrease)						% Change
Revenues:
New vehicle retail sales						$	3,875.0					$	4,101.6					$	(226.6)					(5.5)		%
Used vehicle retail sales						2,230.4						2,347.6						(117.2)						(5.0)		%
Used vehicle wholesale sales						182.2						178.5						3.8						2.1		%
Total used						2,412.6						2,526.0						(113.5)						(4.5)		%
Parts and service sales						1,058.2						1,086.8						(28.6)						(2.6)		%
F&I, net						351.4						384.5						(33.1)						(8.6)		%
Total revenues						$	7,697.2					$	8,098.9					$	(401.7)					(5.0)		%
Gross profit:
New vehicle retail sales						$	240.5					$	281.1					$	(40.6)					(14.4)		%
Used vehicle retail sales						115.8						134.4						(18.6)						(13.8)		%
Used vehicle wholesale sales						5.2						5.1						0.2						3.1		%
Total used						121.1						139.5						(18.4)						(13.2)		%
Parts and service sales						592.7						598.6						(5.9)						(1.0)		%
F&I, net						351.4						384.5						(33.1)						(8.6)		%
Total gross profit						$	1,305.7					$	1,403.7					$	(98.0)					(7.0)		%
Gross margin:
New vehicle retail sales						6.2		%				6.9		%				(0.6)		%
Used vehicle retail sales						5.2		%				5.7		%				(0.5)		%
Used vehicle wholesale sales						2.9		%				2.8		%				—		%
Total used						5.0		%				5.5		%				(0.5)		%
Parts and service sales						56.0		%				55.1		%				0.9		%
Total gross margin						17.0		%				17.3		%				(0.4)		%
Units sold:
Retail new vehicles sold						73,215						78,902						(5,687)						(7.2)		%
Retail used vehicles sold						70,358						78,278						(7,920)						(10.1)		%
Wholesale used vehicles sold						18,880						19,878						(998)						(5.0)		%
Total used						89,238						98,156						(8,918)						(9.1)		%
Average sales price per unit sold:
New vehicle retail						$	52,926					$	51,984					$	943					1.8		%
Used vehicle retail						$	31,700					$	29,990					$	1,710					5.7		%
Gross profit per unit sold:
New vehicle retail sales						$	3,285					$	3,563					$	(277)					(7.8)		%
Used vehicle retail sales						$	1,646					$	1,717					$	(71)					(4.1)		%
Used vehicle wholesale sales						$	277					$	255					$	22					8.6		%
Total used						$	1,356					$	1,421					$	(65)					(4.5)		%
F&I PRU						$	2,447					$	2,446					$	1					0.1		%
Adjusted F&I PRU (1)						$	2,495					$	2,446					$	49					2.0		%
Other:
SG&A expenses						$	862.5					$	919.0					$	(56.5)					(6.1)		%
Adjusted SG&A expenses (1)						$	898.9					$	919.4					$	(20.5)					(2.2)		%
SG&A as % gross profit						66.1		%				65.5		%				0.6		%
Adjusted SG&A as % gross profit (1)						68.5		%				65.5		%				3.0		%

(1) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

13

Group 1 Automotive, Inc.
Reported Operating Data — U.K.
(Unaudited)
(In millions, except unit data)
			Three Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	583.1					$	602.5					$	(19.4)					(3.2)		%							$	2.0					(3.6)		%
Used vehicle retail sales			605.5						645.0						(39.5)						(6.1)		%							3.1						(6.6)		%
Used vehicle wholesale sales			63.8						77.3						(13.5)						(17.4)		%							0.3						(17.8)		%
Total used			669.3						722.2						(53.0)						(7.3)		%							3.4						(7.8)		%
Parts and service sales			161.3						162.8						(1.5)						(0.9)		%							0.7						(1.3)		%
F&I, net			38.0						38.8						(0.8)						(2.0)		%							0.2						(2.4)		%
Total revenues			$	1,451.7					$	1,526.4					$	(74.7)					(4.9)		%							$	6.2					(5.3)		%
Gross profit:
New vehicle retail sales			$	47.9					$	47.9					$	—					—		%							$	—					—		%
Used vehicle retail sales			25.6						27.8						(2.1)						(7.7)		%							0.1						(8.2)		%
Used vehicle wholesale sales			(3.2)						(2.0)						(1.2)						(59.7)		%							—						(58.5)		%
Total used			22.4						25.8						(3.3)						(12.9)		%							0.1						(13.4)		%
Parts and service sales			93.8						94.7						(0.9)						(0.9)		%							0.3						(1.3)		%
F&I, net			38.0						38.8						(0.8)						(2.0)		%							0.2						(2.4)		%
Total gross profit			$	202.1					$	207.1					$	(5.0)					(2.4)		%							$	0.7					(2.7)		%
Gross margin:
New vehicle retail sales			8.2		%				7.9		%				0.3		%
Used vehicle retail sales			4.2		%				4.3		%				(0.1)		%
Used vehicle wholesale sales			(5.0)		%				(2.6)		%				(2.4)		%
Total used			3.4		%				3.6		%				(0.2)		%
Parts and service sales			58.1		%				58.1		%				—		%
Total gross margin			13.9		%				13.6		%				0.4		%
Units sold:
Retail new vehicles sold (1)			14,786						14,696						90						0.6		%
Retail used vehicles sold (1)			19,208						20,575						(1,367)						(6.6)		%
Wholesale used vehicles sold			6,303						7,369						(1,066)						(14.5)		%
Total used			25,511						27,944						(2,433)						(8.7)		%
Average sales price per unit sold:
New vehicle retail (1)			$	49,235					$	46,163					$	3,072					6.7		%							$	168					6.3		%
Used vehicle retail (1)			$	31,683					$	31,444					$	239					0.8		%							$	160					0.3		%
Gross profit per unit sold:
New vehicle retail sales			$	3,240					$	3,259					$	(19)					(0.6)		%							$	2					(0.7)		%
Used vehicle retail sales			$	1,335					$	1,350					$	(15)					(1.1)		%							$	8					(1.7)		%
Used vehicle wholesale sales			$	(508)					$	(272)					$	(236)					(86.7)		%							$	(4)					(85.3)		%
Total used			$	879					$	922					$	(42)					(4.6)		%							$	5					(5.1)		%
F&I PRU			$	1,118					$	1,099					$	18					1.7		%							$	5					1.2		%
Other:
SG&A expenses			$	179.2					$	174.5					$	4.6					2.7		%							$	0.8					2.2		%
Adjusted SG&A expenses (2)			$	171.8					$	174.5					$	(2.7)					(1.5)		%							$	0.8					(2.0)		%
SG&A as % gross profit			88.7		%				84.3		%				4.4		%
Adjusted SG&A as % gross profit (2)			85.0		%				84.3		%				0.8		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

14

Group 1 Automotive, Inc.
Reported Operating Data — U.K.
(Unaudited)
(In millions, except unit data)
			Six Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	1,293.5					$	1,313.8					$	(20.3)					(1.5)		%							$	41.3					(4.7)		%
Used vehicle retail sales			1,262.9						1,256.0						6.8						0.5		%							44.2						(3.0)		%
Used vehicle wholesale sales			118.7						136.9						(18.2)						(13.3)		%							3.7						(15.9)		%
Total used			1,381.6						1,392.9						(11.4)						(0.8)		%							47.8						(4.2)		%
Parts and service sales			338.6						323.7						14.9						4.6		%							12.1						0.9		%
F&I, net			81.3						79.5						1.8						2.2		%							2.8						(1.3)		%
Total revenues			$	3,094.9					$	3,109.9					$	(14.9)					(0.5)		%							$	103.9					(3.8)		%
Gross profit:
New vehicle retail sales			$	105.7					$	106.9					$	(1.2)					(1.1)		%							$	3.2					(4.1)		%
Used vehicle retail sales			53.8						55.5						(1.7)						(3.1)		%							2.0						(6.6)		%
Used vehicle wholesale sales			(4.4)						(3.1)						(1.4)						(45.3)		%							(0.1)						(40.8)		%
Total used			49.4						52.5						(3.1)						(5.9)		%							1.8						(9.4)		%
Parts and service sales			196.3						185.1						11.2						6.0		%							6.8						2.4		%
F&I, net			81.3						79.5						1.8						2.2		%							2.8						(1.3)		%
Total gross profit			$	432.7					$	424.0					$	8.7					2.0		%							$	14.6					(1.4)		%
Gross margin:
New vehicle retail sales			8.2		%				8.1		%				—		%
Used vehicle retail sales			4.3		%				4.4		%				(0.2)		%
Used vehicle wholesale sales			(3.7)		%				(2.2)		%				(1.5)		%
Total used			3.6		%				3.8		%				(0.2)		%
Parts and service sales			58.0		%				57.2		%				0.8		%
Total gross margin			14.0		%				13.6		%				0.3		%
Units sold:
Retail new vehicles sold (1)			32,518						32,960						(442)						(1.3)		%
Retail used vehicles sold (1)			40,096						41,580						(1,484)						(3.6)		%
Wholesale used vehicles sold			11,837						13,506						(1,669)						(12.4)		%
Total used			51,933						55,086						(3,153)						(5.7)		%
Average sales price per unit sold:
New vehicle retail (1)			$	49,607					$	45,327					$	4,280					9.4		%							$	1,585					5.9		%
Used vehicle retail (1)			$	31,656					$	30,261					$	1,394					4.6		%							$	1,108					0.9		%
Gross profit per unit sold:
New vehicle retail sales			$	3,251					$	3,243					$	8					0.2		%							$	99					(2.8)		%
Used vehicle retail sales			$	1,343					$	1,336					$	7					0.5		%							$	49					(3.2)		%
Used vehicle wholesale sales			$	(375)					$	(226)					$	(149)					(65.8)		%							$	(12)					(60.6)		%
Total used			$	951					$	953					$	(2)					(0.2)		%							$	35					(3.9)		%
F&I PRU			$	1,120					$	1,067					$	53					4.9		%							$	38					1.4		%
Other:
SG&A expenses			$	361.5					$	344.3					$	17.2					5.0		%							$	12.8					1.3		%
Adjusted SG&A expenses (2)			$	353.9					$	343.4					$	10.5					3.1		%							$	12.6					(0.6)		%
SG&A as % gross profit			83.5		%				81.2		%				2.3		%
Adjusted SG&A as % gross profit (2)			81.8		%				81.0		%				0.8		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

15

Group 1 Automotive, Inc.
Same Store Operating Data — Consolidated
(Unaudited)
(In millions, except unit data)
						Three Months Ended June 30,
						2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales						$	2,522.0					$	2,590.6					$	(68.6)					(2.6)		%							$	2.0					(2.7)		%
Used vehicle retail sales						1,657.9						1,754.9						(96.9)						(5.5)		%							3.1						(5.7)		%
Used vehicle wholesale sales						138.2						146.8						(8.6)						(5.9)		%							0.3						(6.1)		%
Total used						1,796.1						1,901.7						(105.5)						(5.5)		%							3.4						(5.7)		%
Parts and service sales						673.3						659.4						13.9						2.1		%							0.7						2.0		%
F&I, net						211.7						229.0						(17.3)						(7.5)		%							0.2						(7.6)		%
Total revenues						$	5,203.1					$	5,380.7					$	(177.6)					(3.3)		%							$	6.2					(3.4)		%
Gross profit:
New vehicle retail sales						$	167.6					$	189.5					$	(21.9)					(11.5)		%							$	—					(11.6)		%
Used vehicle retail sales						79.6						93.2						(13.6)						(14.6)		%							0.1						(14.7)		%
Used vehicle wholesale sales						(0.2)						1.1						(1.4)						(119.6)		%							—						(116.6)		%
Total used						79.4						94.3						(15.0)						(15.9)		%							0.1						(16.0)		%
Parts and service sales						377.2						377.7						(0.6)						(0.2)		%							0.3						(0.2)		%
F&I, net						211.7						229.0						(17.3)						(7.5)		%							0.2						(7.6)		%
Total gross profit						$	835.9					$	890.5					$	(54.7)					(6.1)		%							$	0.7					(6.2)		%
Gross margin:
New vehicle retail sales						6.6		%				7.3		%				(0.7)		%
Used vehicle retail sales						4.8		%				5.3		%				(0.5)		%
Used vehicle wholesale sales						(0.2)		%				0.8		%				(0.9)		%
Total used						4.4		%				5.0		%				(0.5)		%
Parts and service sales						56.0		%				57.3		%				(1.3)		%
Total gross margin						16.1		%				16.6		%				(0.5)		%
Units sold:
Retail new vehicles sold (1)						51,840						53,315						(1,475)						(2.8)		%
Retail used vehicles sold (1)						51,907						57,534						(5,627)						(9.8)		%
Wholesale used vehicles sold						14,734						15,938						(1,204)						(7.6)		%
Total used						66,641						73,472						(6,831)						(9.3)		%
Average sales price per unit sold:
New vehicle retail (1)						$	51,586					$	50,114					$	1,472					2.9		%							$	41					2.9		%
Used vehicle retail (1)						$	32,001					$	30,528					$	1,473					4.8		%							$	59					4.6		%
Gross profit per unit sold:
New vehicle retail sales						$	3,233					$	3,554					$	(321)					(9.0)		%							$	1					(9.0)		%
Used vehicle retail sales						$	1,534					$	1,620					$	(86)					(5.3)		%							$	3					(5.5)		%
Used vehicle wholesale sales						$	(15)					$	71					$	(86)					(121.2)		%							$	(2)					(118.0)		%
Total used						$	1,191					$	1,284					$	(93)					(7.2)		%							$	2					(7.4)		%
F&I PRU						$	2,041					$	2,066					$	(25)					(1.2)		%							$	2					(1.3)		%
Other:
SG&A expenses						$	593.8					$	605.0					$	(11.2)					(1.9)		%							$	0.8					(2.0)		%
Adjusted SG&A expenses (2)						$	586.2					$	602.1					$	(15.8)					(2.6)		%							$	0.8					(2.8)		%
SG&A as % gross profit						71.0		%				67.9		%				3.1		%
Adjusted SG&A as % gross profit (2)						70.1		%				67.6		%				2.5		%
Operating margin %						4.1		%				4.8		%				(0.7)		%
Adjusted operating margin % (2)						4.3		%				4.9		%				(0.6)		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

16

Group 1 Automotive, Inc.
Same Store Operating Data — Consolidated
(Unaudited)
(In millions, except unit data)
						Six Months Ended June 30,
						2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales						$	4,984.4					$	5,159.8					$	(175.3)					(3.4)		%							$	40.5					(4.2)		%
Used vehicle retail sales						3,366.2						3,440.3						(74.1)						(2.2)		%							43.8						(3.4)		%
Used vehicle wholesale sales						279.0						284.9						(6.0)						(2.1)		%							3.2						(3.2)		%
Total used						3,645.2						3,725.2						(80.1)						(2.1)		%							46.9						(3.4)		%
Parts and service sales						1,350.6						1,307.3						43.3						3.3		%							11.9						2.4		%
F&I, net						420.5						448.4						(28.0)						(6.2)		%							2.7						(6.8)		%
Total revenues						$	10,400.7					$	10,640.8					$	(240.1)					(2.3)		%							$	102.1					(3.2)		%
Gross profit:
New vehicle retail sales						$	332.2					$	371.9					$	(39.7)					(10.7)		%							$	3.2					(11.5)		%
Used vehicle retail sales						164.7						183.0						(18.2)						(10.0)		%							1.9						(11.0)		%
Used vehicle wholesale sales						1.6						3.2						(1.6)						(49.6)		%							(0.1)						(46.2)		%
Total used						166.3						186.2						(19.8)						(10.6)		%							1.8						(11.6)		%
Parts and service sales						761.6						740.6						21.0						2.8		%							6.6						1.9		%
F&I, net						420.5						448.4						(28.0)						(6.2)		%							2.7						(6.8)		%
Total gross profit						$	1,680.5					$	1,747.0					$	(66.5)					(3.8)		%							$	14.3					(4.6)		%
Gross margin:
New vehicle retail sales						6.7		%				7.2		%				(0.5)		%
Used vehicle retail sales						4.9		%				5.3		%				(0.4)		%
Used vehicle wholesale sales						0.6		%				1.1		%				(0.5)		%
Total used						4.6		%				5.0		%				(0.4)		%
Parts and service sales						56.4		%				56.6		%				(0.3)		%
Total gross margin						16.2		%				16.4		%				(0.3)		%
Units sold:
Retail new vehicles sold (1)						102,652						106,940						(4,288)						(4.0)		%
Retail used vehicles sold (1)						107,035						114,689						(7,654)						(6.7)		%
Wholesale used vehicles sold						29,573						31,212						(1,639)						(5.3)		%
Total used						136,608						145,901						(9,293)						(6.4)		%
Average sales price per unit sold:
New vehicle retail (1)						$	51,818					$	50,032					$	1,787					3.6		%							$	417					2.7		%
Used vehicle retail (1)						$	31,509					$	30,013					$	1,497					5.0		%							$	410					3.6		%
Gross profit per unit sold:
New vehicle retail sales						$	3,236					$	3,477					$	(242)					(6.9)		%							$	31					(7.8)		%
Used vehicle retail sales						$	1,539					$	1,595					$	(56)					(3.5)		%							$	18					(4.6)		%
Used vehicle wholesale sales						$	54					$	102					$	(48)					(46.8)		%							$	(4)					(43.2)		%
Total used						$	1,218					$	1,276					$	(58)					(4.6)		%							$	13					(5.6)		%
F&I PRU						$	2,005					$	2,023					$	(18)					(0.9)		%							$	13					(1.5)		%
Adjusted F&I PRU (2)						$	2,038					$	2,023					$	14					0.7		%							$	13					0.1		%
Other:
SG&A expenses						$	1,209.2					$	1,200.0					$	9.3					0.8		%							$	12.2					(0.2)		%
Adjusted SG&A expenses (2)						$	1,200.7					$	1,192.3					$	8.4					0.7		%							$	12.1					(0.3)		%
SG&A as % gross profit						72.0		%				68.7		%				3.3		%
Adjusted SG&A as % gross profit (2)						71.2		%				68.2		%				2.9		%
Operating margin %						3.9		%				4.6		%				(0.7)		%
Adjusted operating margin % (2)						4.1		%				4.7		%				(0.6)		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

17

Group 1 Automotive, Inc.
Same Store Operating Data — U.S.
(Unaudited)
(In millions, except unit data)
			Three Months Ended June 30,
			2026						2025						Increase/(Decrease)						% Change
Revenues:
New vehicle retail sales			$	1,962.8					$	2,035.4					$	(72.6)					(3.6)		%
Used vehicle retail sales			1,065.2						1,161.7						(96.5)						(8.3)		%
Used vehicle wholesale sales			83.1						77.3						5.8						7.5		%
Total used			1,148.3						1,239.1						(90.8)						(7.3)		%
Parts and service sales			516.5						510.1						6.4						1.3		%
F&I, net			174.6						193.4						(18.8)						(9.7)		%
Total revenues			$	3,802.2					$	3,977.9					$	(175.7)					(4.4)		%
Gross profit:
New vehicle retail sales			$	121.0					$	145.0					$	(24.0)					(16.5)		%
Used vehicle retail sales			54.6						66.6						(12.0)						(18.1)		%
Used vehicle wholesale sales			2.6						2.3						0.3						11.8		%
Total used			57.2						68.9						(11.8)						(17.1)		%
Parts and service sales			286.2						290.1						(4.0)						(1.4)		%
F&I, net			174.6						193.4						(18.8)						(9.7)		%
Total gross profit			$	639.0					$	697.5					$	(58.5)					(8.4)		%
Gross margin:
New vehicle retail sales			6.2		%				7.1		%				(1.0)		%
Used vehicle retail sales			5.1		%				5.7		%				(0.6)		%
Used vehicle wholesale sales			3.1		%				3.0		%				0.1		%
Total used			5.0		%				5.6		%				(0.6)		%
Parts and service sales			55.4		%				56.9		%				(1.5)		%
Total gross margin			16.8		%				17.5		%				(0.7)		%
Units sold:
Retail new vehicles sold			37,578						39,594						(2,016)						(5.1)		%
Retail used vehicles sold			33,060						38,431						(5,371)						(14.0)		%
Wholesale used vehicles sold			8,714						9,219						(505)						(5.5)		%
Total used			41,774						47,650						(5,876)						(12.3)		%
Average sales price per unit sold:
New vehicle retail			$	52,232					$	51,407					$	825					1.6		%
Used vehicle retail			$	32,220					$	30,229					$	1,991					6.6		%
Gross profit per unit sold:
New vehicle retail sales			$	3,221					$	3,662					$	(441)					(12.0)		%
Used vehicle retail sales			$	1,651					$	1,733					$	(83)					(4.8)		%
Used vehicle wholesale sales			$	299					$	253					$	46					18.2		%
Total used			$	1,369					$	1,447					$	(78)					(5.4)		%
F&I PRU			$	2,471					$	2,478					$	(7)					(0.3)		%
Other:
SG&A expenses			$	429.4					$	446.1					$	(16.7)					(3.7)		%
Adjusted SG&A expenses (1)			$	422.6					$	443.3					$	(20.7)					(4.7)		%
SG&A as % gross profit			67.2		%				64.0		%				3.2		%
Adjusted SG&A as % gross profit (1)			66.1		%				63.6		%				2.6		%

(1) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

18

Group 1 Automotive, Inc.
Same Store Operating Data — U.S.
(Unaudited)
(In millions, except unit data)
			Six Months Ended June 30,
			2026						2025						Increase/(Decrease)						% Change
Revenues:
New vehicle retail sales			$	3,727.2					$	3,934.2					$	(207.0)					(5.3)		%
Used vehicle retail sales			2,125.7						2,275.4						(149.7)						(6.6)		%
Used vehicle wholesale sales			172.7						162.4						10.4						6.4		%
Total used			2,298.4						2,437.8						(139.4)						(5.7)		%
Parts and service sales			1,020.8						1,008.8						12.0						1.2		%
F&I, net			340.5						374.7						(34.2)						(9.1)		%
Total revenues			$	7,386.9					$	7,755.5					$	(368.6)					(4.8)		%
Gross profit:
New vehicle retail sales			$	228.9					$	272.1					$	(43.1)					(15.9)		%
Used vehicle retail sales			111.9						131.1						(19.1)						(14.6)		%
Used vehicle wholesale sales			5.3						4.8						0.6						11.9		%
Total used			117.3						135.8						(18.6)						(13.7)		%
Parts and service sales			570.2						569.0						1.1						0.2		%
F&I, net			340.5						374.7						(34.2)						(9.1)		%
Total gross profit			$	1,256.8					$	1,351.6					$	(94.8)					(7.0)		%
Gross margin:
New vehicle retail sales			6.1		%				6.9		%				(0.8)		%
Used vehicle retail sales			5.3		%				5.8		%				(0.5)		%
Used vehicle wholesale sales			3.1		%				2.9		%				0.2		%
Total used			5.1		%				5.6		%				(0.5)		%
Parts and service sales			55.9		%				56.4		%				(0.5)		%
Total gross margin			17.0		%				17.4		%				(0.4)		%
Units sold:
Retail new vehicles sold			70,982						76,184						(5,202)						(6.8)		%
Retail used vehicles sold			67,644						75,997						(8,353)						(11.0)		%
Wholesale used vehicles sold			18,220						19,008						(788)						(4.1)		%
Total used			85,864						95,005						(9,141)						(9.6)		%
Average sales price per unit sold:
New vehicle retail			$	52,509					$	51,640					$	868					1.7		%
Used vehicle retail			$	31,425					$	29,941					$	1,484					5.0		%
Gross profit per unit sold:
New vehicle retail sales			$	3,225					$	3,571					$	(346)					(9.7)		%
Used vehicle retail sales			$	1,655					$	1,725					$	(70)					(4.0)		%
Used vehicle wholesale sales			$	293					$	251					$	42					16.8		%
Total used			$	1,366					$	1,430					$	(64)					(4.5)		%
F&I PRU			$	2,456					$	2,462					$	(6)					(0.2)		%
Adjusted F&I PRU (1)			$	2,505					$	2,462					$	43					1.8		%
Other:
SG&A expenses			$	870.3					$	884.5					$	(14.2)					(1.6)		%
Adjusted SG&A expenses (1)			$	862.5					$	877.8					$	(15.3)					(1.7)		%
SG&A as % gross profit			69.2		%				65.4		%				3.8		%
Adjusted SG&A as % gross profit (1)			68.3		%				64.9		%				3.3		%

(1) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

19

Group 1 Automotive, Inc.
Same Store Operating Data — U.K.
(Unaudited)
(In millions, except unit data)
			Three Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	559.2					$	555.2					$	4.0					0.7		%							$	2.0					0.4		%
Used vehicle retail sales			592.7						593.1						(0.4)						(0.1)		%							3.1						(0.6)		%
Used vehicle wholesale sales			55.1						69.5						(14.4)						(20.7)		%							0.3						(21.1)		%
Total used			647.8						662.6						(14.8)						(2.2)		%							3.4						(2.7)		%
Parts and service sales			156.8						149.4						7.4						5.0		%							0.7						4.5		%
F&I, net			37.2						35.6						1.5						4.2		%							0.2						3.8		%
Total revenues			$	1,401.0					$	1,402.8					$	(1.8)					(0.1)		%							$	6.2					(0.6)		%
Gross profit:
New vehicle retail sales			$	46.5					$	44.4					$	2.1					4.7		%							$	—					4.6		%
Used vehicle retail sales			25.0						26.6						(1.6)						(5.9)		%							0.1						(6.4)		%
Used vehicle wholesale sales			(2.8)						(1.2)						(1.6)						(137.2)		%							—						(134.4)		%
Total used			22.2						25.4						(3.2)						(12.6)		%							0.1						(13.0)		%
Parts and service sales			91.0						87.6						3.4						3.9		%							0.3						3.5		%
F&I, net			37.2						35.6						1.5						4.2		%							0.2						3.8		%
Total gross profit			$	196.9					$	193.1					$	3.8					2.0		%							$	0.7					1.6		%
Gross margin:
New vehicle retail sales			8.3		%				8.0		%				0.3		%
Used vehicle retail sales			4.2		%				4.5		%				(0.3)		%
Used vehicle wholesale sales			(5.1)		%				(1.7)		%				(3.4)		%
Total used			3.4		%				3.8		%				(0.4)		%
Parts and service sales			58.0		%				58.7		%				(0.6)		%
Total gross margin			14.1		%				13.8		%				0.3		%
Units sold:
Retail new vehicles sold (1)			14,262						13,721						541						3.9		%
Retail used vehicles sold (1)			18,847						19,103						(256)						(1.3)		%
Wholesale used vehicles sold			6,020						6,719						(699)						(10.4)		%
Total used			24,867						25,822						(955)						(3.7)		%
Average sales price per unit sold:
New vehicle retail (1)			$	49,404					$	45,837					$	3,567					7.8		%							$	180					7.4		%
Used vehicle retail (1)			$	31,614					$	31,130					$	484					1.6		%							$	164					1.0		%
Gross profit per unit sold:
New vehicle retail sales			$	3,263					$	3,239					$	24					0.7		%							$	3					0.6		%
Used vehicle retail sales			$	1,328					$	1,392					$	(64)					(4.6)		%							$	8					(5.1)		%
Used vehicle wholesale sales			$	(469)					$	(177)					$	(292)					NM									$	(6)					NM
Total used			$	893					$	983					$	(91)					(9.2)		%							$	5					(9.7)		%
F&I PRU			$	1,122					$	1,086					$	36					3.4		%							$	5					2.9		%
Other:
SG&A expenses			$	164.3					$	158.8					$	5.5					3.5		%							$	0.8					3.0		%
Adjusted SG&A expenses (2)			$	163.6					$	158.8					$	4.8					3.0		%							$	0.8					2.5		%
SG&A as % gross profit			83.5		%				82.2		%				1.2		%
Adjusted SG&A as % gross profit (2)			83.1		%				82.2		%				0.9		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

NM — Not Meaningful

20

Group 1 Automotive, Inc.
Same Store Operating Data — U.K.
(Unaudited)
(In millions, except unit data)
			Six Months Ended June 30,
			2026						2025						Increase/ (Decrease)						% Change									Currency Impact on Current Period Results						Constant Currency % Change
Revenues:
New vehicle retail sales			$	1,257.2					$	1,225.6					$	31.6					2.6		%							$	40.5					(0.7)		%
Used vehicle retail sales			1,240.5						1,164.9						75.6						6.5		%							43.8						2.7		%
Used vehicle wholesale sales			106.2						122.6						(16.3)						(13.3)		%							3.2						(16.0)		%
Total used			1,346.7						1,287.4						59.3						4.6		%							46.9						1.0		%
Parts and service sales			329.8						298.5						31.3						10.5		%							11.9						6.5		%
F&I, net			80.0						73.7						6.2						8.5		%							2.7						4.7		%
Total revenues			$	3,013.8					$	2,885.3					$	128.5					4.5		%							$	102.1					0.9		%
Gross profit:
New vehicle retail sales			$	103.3					$	99.8					$	3.4					3.4		%							$	3.2					0.3		%
Used vehicle retail sales			52.8						51.9						0.9						1.7		%							1.9						(1.9)		%
Used vehicle wholesale sales			(3.7)						(1.6)						(2.2)						(136.4)		%							(0.1)						(129.6)		%
Total used			49.1						50.3						(1.3)						(2.5)		%							1.8						(6.0)		%
Parts and service sales			191.4						171.5						19.9						11.6		%							6.6						7.7		%
F&I, net			80.0						73.7						6.2						8.5		%							2.7						4.7		%
Total gross profit			$	423.7					$	395.4					$	28.3					7.1		%							$	14.3					3.5		%
Gross margin:
New vehicle retail sales			8.2		%				8.1		%				0.1		%
Used vehicle retail sales			4.3		%				4.5		%				(0.2)		%
Used vehicle wholesale sales			(3.5)		%				(1.3)		%				(2.2)		%
Total used			3.6		%				3.9		%				(0.3)		%
Parts and service sales			58.0		%				57.5		%				0.6		%
Total gross margin			14.1		%				13.7		%				0.4		%
Units sold:
Retail new vehicles sold (1)			31,670						30,756						914						3.0		%
Retail used vehicles sold (1)			39,391						38,692						699						1.8		%
Wholesale used vehicles sold			11,353						12,204						(851)						(7.0)		%
Total used			50,744						50,896						(152)						(0.3)		%
Average sales price per unit sold:
New vehicle retail (1)			$	49,842					$	45,434					$	4,407					9.7		%							$	1,609					6.2		%
Used vehicle retail (1)			$	31,654					$	30,153					$	1,501					5.0		%							$	1,118					1.3		%
Gross profit per unit sold:
New vehicle retail sales			$	3,260					$	3,246					$	15					0.4		%							$	100					(2.6)		%
Used vehicle retail sales			$	1,341					$	1,342					$	(1)					(0.1)		%							$	48					(3.7)		%
Used vehicle wholesale sales			$	(328)					$	(129)					$	(199)					NM									$	(9)					(146.9)		%
Total used			$	967					$	989					$	(22)					(2.2)		%							$	35					(5.8)		%
F&I PRU			$	1,126					$	1,062					$	64					6.0		%							$	39					2.4		%
Other:
SG&A expenses			$	338.9					$	315.5					$	23.5					7.4		%							$	12.2					3.6		%
Adjusted SG&A expenses (2)			$	338.2					$	314.5					$	23.7					7.5		%							$	12.1					3.7		%
SG&A as % gross profit			80.0		%				79.8		%				0.2		%
Adjusted SG&A as % gross profit (2)			79.8		%				79.5		%				0.3		%

(1) Retail new and used vehicle units sold include new and used vehicle agency units. The agency units and related revenues are excluded from the calculation of the average sales price per unit sold for new and used vehicles due to their net presentation within revenues. The agency units and related net revenues are included in the calculation of gross profit per unit sold.

(2) See the section in this release titled “Reconciliation of Certain Non-GAAP Financial Measures” for the GAAP to non-GAAP reconciliation of these figures.

NM — Not Meaningful

21

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — Consolidated
(Unaudited)
(In millions, except per share data)
			Three Months Ended June 30, 2026
			U.S. GAAP																		Catastrophic events						Dealership and real estate transactions						Severance costs						Restructuring charges						Acquisition costs						Legal items and other professional fees																								Asset impairments and accelerated depreciation																								Non-GAAP adjusted
SG&A expenses			$	623.5																	$	(2.8)					$	(6.6)					$	(2.7)					$	—					$	(0.3)					$	(1.7)																							$	—																							$	609.3
Depreciation and amortization expense			$	30.9																	$	—					$	—					$	—					$	—					$	—					$	—																							$	(1.2)																							$	29.7
Asset impairments			$	1.0																	$	—					$	—					$	—					$	—					$	—					$	—																							$	(1.0)																							$	—
Restructuring charges			$	2.1																	$	—					$	—					$	—					$	(2.1)					$	—					$	—																							$	—																							$	—
Income from operations			$	203.1																	$	2.8					$	6.6					$	2.7					$	2.1					$	0.3					$	1.7																							$	2.2																							$	221.5
Income before income taxes			$	134.4																	$	2.8					$	6.6					$	2.7					$	2.1					$	0.3					$	1.7																							$	2.2																							$	152.9
Less: Provision for income taxes			31.4																		0.7						3.7						0.6						0.5						0.1						0.4																								0.5																								38.0
Net income from continuing operations			103.0																		2.1						2.9						2.0						1.6						0.3						1.3																								1.7																								114.9
Less: Earnings allocated to participating securities			1.0																		—						—						—						—						—						—																								—																								1.1
Net income from continuing operations available to diluted common shares			$	102.0																	$	2.1					$	2.9					$	2.0					$	1.6					$	0.2					$	1.3																							$	1.7																							$	113.8
Diluted earnings per common share from continuing operations			$	8.62																	$	0.18					$	0.24					$	0.17					$	0.13					$	0.02					$	0.11																							$	0.14																							$	9.61
Effective tax rate			23.4		%																																																																																														24.8		%
SG&A as % gross profit (1)			72.4		%																																																																																														70.8		%
Operating margin (2)			3.8		%																																																																																														4.1		%
Pretax margin (3)			2.5		%																																																																																														2.8		%
Same Store SG&A expenses			$	593.8																	$	(2.8)					$	—					$	(2.7)					$	—					$	(0.3)					$	(1.7)																							$	—																							$	586.2
Same Store SG&A as % gross profit (1)			71.0		%																																																																																														70.1		%
Same Store income from operations			$	212.5																	$	2.8					$	—					$	2.7					$	—					$	0.3					$	1.7																							$	1.2																							$	221.2
Same Store operating margin (2)			4.1		%																																																																																														4.3		%

						U.S. GAAP						Non-GAAP adjustments						Non-GAAP adjusted
Net income from discontinued operations						$	0.3					$	—					$	0.3
Less: Earnings allocated to participating securities						—						—						—
Net income from discontinued operations available to diluted common shares						$	0.3					$	—					$	0.3
Net income						$	103.3					$	11.9					$	115.2
Less: Earnings allocated to participating securities						1.0						0.1						1.1
Net income available to diluted common shares						$	102.3					$	11.8					$	114.1
Diluted earnings per common share from discontinued operations						$	0.03					$	—					$	0.03
Diluted earnings per common share from continuing operations						8.62						1.00						9.61
Diluted earnings per common share						$	8.64					$	1.00					$	9.64

(1) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

(2) Adjusted operating margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

(3) Adjusted pretax margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

22

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — Consolidated
(Unaudited)
(In millions, except per share data)
						Three Months Ended June 30, 2025
						U.S. GAAP												Catastrophic events						Dealership and real estate transactions												Restructuring charges						Acquisition costs						Legal items and other professional fees						Asset impairments and accelerated depreciation																														Non-GAAP adjusted
SG&A expenses						$	646.1											$	(1.4)					$	(0.6)											$	—					$	(0.7)					$	(0.8)					$	—																													$	642.5
Depreciation and amortization expense						$	28.7											$	—					$	—											$	—					$	—					$	—					$	(1.0)																													$	27.8
Asset impairments						$	0.4											$	—					$	—											$	—					$	—					$	—					$	(0.4)																													$	—
Restructuring charges						$	7.6											$	—					$	—											$	(7.6)					$	—					$	—					$	—																													$	—
Income from operations						$	253.0											$	1.4					$	0.6											$	7.6					$	0.7					$	0.8					$	1.3																													$	265.5
Income before income taxes						$	183.9											$	1.4					$	0.6											$	7.6					$	0.7					$	0.8					$	1.3																													$	196.4
Less: Provision for income taxes						44.0												0.3						0.5												1.2						0.2						0.2						0.3																														46.8
Net income from continuing operations						139.8												1.1						0.1												6.5						0.6						0.6						1.0																														149.6
Less: Earnings allocated to participating securities						1.6												—						—												0.1						—						—						—																														1.7
Net income from continuing operations available to diluted common shares						$	138.3											$	1.1					$	0.1											$	6.4					$	0.6					$	0.6					$	1.0																													$	147.9
Diluted earnings per common share from continuing operations						$	10.77											$	0.08					$	0.01											$	0.50					$	0.04					$	0.05					$	0.08																													$	11.52
Effective tax rate						24.0		%																																																																												23.8		%
SG&A as % gross profit (1)						69.0		%																																																																												68.7		%
Operating margin (2)						4.4		%																																																																												4.7		%
Pretax margin (3)						3.2		%																																																																												3.4		%
Same Store SG&A expenses						$	605.0											$	(1.4)					$	—											$	—					$	(0.7)					$	(0.8)					$	—																													$	602.1
Same Store SG&A as % gross profit (1)						67.9		%																																																																												67.6		%
Same Store income from operations						$	258.3											$	1.4					$	—											$	—					$	0.7					$	0.8					$	1.3																													$	262.5
Same Store operating margin (2)						4.8		%																																																																												4.9		%

						U.S. GAAP						Non-GAAP adjustments						Non-GAAP adjusted
Net income from discontinued operations						$	0.7					$	—					$	0.7
Less: Earnings allocated to participating securities						—						—						—
Net income from discontinued operations available to diluted common shares						$	0.7					$	—					$	0.7
Net income						$	140.5					$	9.8					$	150.3
Less: Earnings allocated to participating securities						1.6						0.1						1.7
Net income available to diluted common shares						$	139.0					$	9.7					$	148.6
Diluted earnings per common share from discontinued operations						$	0.05					$	—					$	0.05
Diluted earnings per common share from continuing operations						10.77						0.75						11.52
Diluted earnings per common share						$	10.82					$	0.75					$	11.57

(1) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

(2) Adjusted operating margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

(3) Adjusted pretax margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

23

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — Consolidated
(Unaudited)
(In millions, except per share and unit data)
						Six Months Ended June 30, 2026
						U.S. GAAP						Non-recurring F&I adjustment						Non-cash gain on interest rate swaps						Catastrophic events						Dealership and real estate transactions						Severance costs						Restructuring charges						Acquisition costs						Legal items and other professional fees																								Asset impairments and accelerated depreciation																		Non-GAAP adjusted
F&I, net						$	432.7					$	6.8					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	—																	$	439.5
Total gross profit						$	1,738.4					$	6.8					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	—																	$	1,745.2
SG&A expenses						$	1,224.1					$	—					$	—					$	(3.5)					$	37.2					$	(2.7)					$	—					$	(0.3)					$	(2.1)																							$	—																	$	1,252.7
Depreciation and amortization expense						$	62.1					$	—					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	(2.0)																	$	60.0
Asset impairments						$	3.5					$	—					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	(3.5)																	$	—
Restructuring charges						$	3.1					$	—					$	—					$	—					$	—					$	—					$	(3.1)					$	—					$	—																							$	—																	$	—
Income (loss) from operations						$	445.7					$	6.8					$	—					$	3.5					$	(37.2)					$	2.7					$	3.1					$	0.3					$	2.1																							$	5.6																	$	432.5
Other interest expense, net						$	95.5					$	—					$	0.8					$	—					$	—					$	—					$	—					$	—					$	—																							$	—																	$	96.2
Income (loss) before income taxes						$	304.9					$	6.8					$	(0.8)					$	3.5					$	(37.2)					$	2.7					$	3.1					$	0.3					$	2.1																							$	5.6																	$	290.9
Less: Provision (benefit) for income taxes						72.0						1.6						(0.2)						0.8						(5.6)						0.6						0.9						0.1						0.5																								1.3																		72.1
Net income (loss) from continuing operations						232.9						5.2						(0.6)						2.6						(31.5)						2.0						2.2						0.2						1.6																								4.2																		218.8
Less: Earnings (loss) allocated to participating securities						2.3						0.1						—						—						(0.3)						—						—						—						—																								—																		2.1
Net income (loss) from continuing operations available to diluted common shares						$	230.6					$	5.1					$	(0.6)					$	2.6					$	(31.2)					$	2.0					$	2.2					$	0.2					$	1.5																							$	4.2																	$	216.7
Diluted earnings (loss) per common share from continuing operations						$	19.44					$	0.43					$	(0.05)					$	0.22					$	(2.63)					$	0.17					$	0.19					$	0.02					$	0.13																							$	0.35																	$	18.27
Effective tax rate						23.6		%																																																																																								24.8		%
F&I PRU (1)						$	2,001																																																																																									$	2,033
SG&A as % gross profit (2)						70.4		%																																																																																								71.8		%
Operating margin (3)						4.1		%																																																																																								4.0		%
Pretax margin (4)						2.8		%																																																																																								2.7		%
Same Store F&I net						$	420.5					$	6.8					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	—																	$	427.3
Same Store F&I PRU (1)						$	2,005																																																																																									$	2,038
Same Store total gross profit						$	1,680.5					$	6.8					$	—					$	—					$	—					$	—					$	—					$	—					$	—																							$	—																	$	1,687.3
Same Store SG&A expenses						$	1,209.2					$	—					$	—					$	(3.5)					$	—					$	(2.7)					$	—					$	(0.3)					$	(2.1)																							$	—																	$	1,200.7
Same Store SG&A as % gross profit (2)						72.0		%																																																																																								71.2		%
Same Store income from operations						$	410.0					$	6.8					$	—					$	3.5					$	—					$	2.7					$	—					$	0.3					$	2.1																							$	4.0																	$	429.3
Same Store operating margin (3)						3.9		%																																																																																								4.1		%

						U.S. GAAP						Non-GAAP adjustments						Non-GAAP adjusted
Net income from discontinued operations						$	0.7					$	—					$	0.7
Less: Earnings allocated to participating securities						—						—						—
Net income from discontinued operations available to diluted common shares						$	0.7					$	—					$	0.7
Net income (loss)						$	233.5					$	(14.0)					$	219.5
Less: Earnings (loss) allocated to participating securities						2.3						(0.1)						2.2
Net income (loss) available to diluted common shares						$	231.2					$	(13.9)					$	217.3
Diluted earnings per common share from discontinued operations						$	0.06					$	—					$	0.06
Diluted earnings (loss) per common share from continuing operations						19.44						(1.17)						18.27
Diluted earnings (loss) per common share						$	19.50					$	(1.17)					$	18.33

(1) Adjusted F&I PRU excludes the impact of the non-recurring F&I adjustment.

(2) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

(3) Adjusted operating margin excludes the impact of the non-recurring F&I adjustment, SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

(4) Adjusted pretax margin excludes the impact of the non-recurring F&I adjustment, SG&A reconciling items, accelerated depreciation expense, asset impairment charges, restructuring charges and a non-cash gain on interest rate swaps.

24

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — Consolidated
(Unaudited)
(In millions, except per share data)
						Six Months Ended June 30, 2025
						U.S. GAAP												Catastrophic events						Dealership and real estate transactions						Severance costs						Restructuring charges						Acquisition costs						Legal items and other professional fees						Asset impairments and accelerated depreciation																														Non-GAAP adjusted
SG&A expenses						$	1,263.4											$	(1.4)					$	7.1					$	(1.0)					$	—					$	(1.8)					$	(3.4)					$	—																													$	1,262.8
Depreciation and amortization expense						$	58.0											$	—					$	—					$	—					$	—					$	—					$	—					$	(1.4)																													$	56.6
Asset impairments						$	0.8											$	—					$	—					$	—					$	—					$	—					$	—					$	(0.8)																													$	—
Restructuring charges						$	18.7											$	—					$	—					$	—					$	(18.7)					$	—					$	—					$	—																													$	—
Income (loss) from operations						$	486.9											$	1.4					$	(7.1)					1.0						$	18.7					$	1.8					$	3.4					$	2.1																													$	508.3
Income (loss) before income taxes						$	351.4											$	1.4					$	(7.1)					$	1.0					$	18.7					$	1.8					$	3.4					$	2.1																													$	372.8
Less: Provision (benefit) for income taxes						83.8												0.3						(1.2)						—						3.9						0.2						0.8						0.5																														88.4
Net income (loss) from continuing operations						267.6												1.1						(5.9)						1.0						14.8						1.6						2.6						1.6																														284.4
Less: Earnings (loss) allocated to participating securities						3.2												—						(0.1)						—						0.2						—						—						—																														3.4
Net income (loss) from continuing operations available to diluted common shares						$	264.4											$	1.1					$	(5.9)					$	1.0					$	14.6					$	1.6					$	2.6					$	1.6																													$	281.0
Diluted earnings (loss) per common share from continuing operations						$	20.40											$	0.08					$	(0.45)					$	0.08					$	1.13					$	0.12					$	0.20					$	0.12																													$	21.68
Effective tax rate						23.8		%																																																																												23.7		%
SG&A as % gross profit (1)						69.1		%																																																																												69.1		%
Operating margin (2)						4.3		%																																																																												4.5		%
Pretax margin (3)						3.1		%																																																																												3.3		%
Same Store SG&A expenses						$	1,200.0											$	(1.4)					$	—					$	(1.0)					$	—					$	(1.8)					$	(3.4)					$	—																													$	1,192.3
Same Store SG&A as % gross profit (1)						68.7		%																																																																												68.2		%
Same Store income from operations						$	489.1											$	1.4					$	—					$	1.0					$	—					$	1.8					$	3.4					$	4.4																													$	501.1
Same Store operating margin (2)						4.6		%																																																																												4.7		%

						U.S. GAAP						Non-GAAP adjustments						Non-GAAP adjusted
Net income from discontinued operations						$	1.0					$	—					$	1.0
Less: Earnings allocated to participating securities						—						—						—
Net income from discontinued operations available to diluted common shares						$	1.0					$	—					$	1.0
Net income						$	268.6					$	16.8					$	285.4
Less: Earnings allocated to participating securities						3.2						0.2						3.4
Net income available to diluted common shares						$	265.4					$	16.6					$	282.0
Diluted earnings per common share from discontinued operations						$	0.08					$	—					$	0.08
Diluted earnings per common share from continuing operations						20.40						1.28						21.68
Diluted earnings per common share						$	20.48					$	1.28					$	21.76

(1) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

(2) Adjusted operating margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

(3) Adjusted pretax margin excludes the impact of SG&A reconciling items, accelerated depreciation expense, asset impairment charges and restructuring charges.

25

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — U.S.
(Unaudited)
(In millions, except unit data)
						Three Months Ended June 30, 2026
						U.S. GAAP												Catastrophic events																		Severance costs						Acquisition costs						Legal items and other professional fees																																				Non-GAAP adjusted
SG&A expenses						$	444.3											$	(2.8)																	$	(1.9)					$	(0.3)					$	(1.7)																																			$	437.5
SG&A as % gross profit (1)						67.5		%																																																																												66.4		%
Same Store SG&A expenses						$	429.4											$	(2.8)																	$	(1.9)					$	(0.3)					$	(1.7)																																			$	422.6
Same Store SG&A as % gross profit (1)						67.2		%																																																																												66.1		%

						Three Months Ended June 30, 2025
						U.S. GAAP						Catastrophic events						Dealership and real estate transactions												Acquisition costs						Legal items and other professional fees																														Non-GAAP adjusted
SG&A expenses						$	471.6					$	(1.4)					$	(0.6)											$	(0.7)					$	(0.8)																													$	468.0
SG&A as % gross profit (1)						64.7		%																																																										64.2		%
Same Store SG&A expenses						$	446.1					$	(1.4)					$	—											$	(0.7)					$	(0.8)																													$	443.3
Same Store SG&A as % gross profit (1)						64.0		%																																																										63.6		%

						Six Months Ended June 30, 2026
						U.S. GAAP						Non-recurring F&I adjustment						Catastrophic events												Dealership and real estate transactions						Severance costs						Acquisition costs						Legal items and other professional fees																														Non-GAAP adjusted
F&I, net						$	351.4					$	6.8					$	—											$	—					$	—					$	—					$	—																													$	358.2
F&I PRU (2)						$	2,447																																																																							$	2,495
Total gross profit						$	1,305.7					$	6.8					$	—											$	—					$	—					$	—					$	—																													$	1,312.5
SG&A expenses						$	862.5					$	—					$	(3.5)											$	44.2					$	(1.9)					$	(0.3)					$	(2.1)																													$	898.9
SG&A as % gross profit (1)						66.1		%																																																																						68.5		%
Same Store F&I, net						$	340.5					$	6.8					$	—											$	—					$	—					$	—					$	—																													$	347.3
Same Store F&I PRU (2)						$	2,456																																																																							$	2,505
Same Store total gross profit						$	1,256.8					$	6.8					$	—											$	—					$	—					$	—					$	—																													$	1,263.6
Same Store SG&A expenses						$	870.3					$	—					$	(3.5)											$	—					$	(1.9)					$	(0.3)					$	(2.1)																													$	862.5
Same Store SG&A as % gross profit (1)						69.2		%																																																																						68.3		%

						Six Months Ended June 30, 2025
						U.S. GAAP						Catastrophic events						Dealership and real estate transactions						Severance costs						Acquisition costs						Legal items and other professional fees																								Non-GAAP adjusted
SG&A expenses						$	919.0					$	(1.4)					$	7.1					$	(1.0)					$	(0.8)					$	(3.4)																							$	919.4
SG&A as % gross profit (1)						65.5		%																																																				65.5		%
Same Store SG&A expenses						$	884.5					$	(1.4)					$	—					$	(1.0)					$	(0.8)					$	(3.4)																							$	877.8
Same Store SG&A as % gross profit (1)						65.4		%																																																				64.9		%

(1) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

(2) Adjusted F&I PRU excludes the impact of the non-recurring F&I adjustment.

26

Group 1 Automotive, Inc.
Reconciliation of Certain Non-GAAP Financial Measures — U.K.
(Unaudited)
(In millions)
						Three Months Ended June 30, 2026
						U.S. GAAP												Dealership and real estate transactions						Severance costs																																										Non-GAAP Adjusted
SG&A expenses						$	179.2											$	(6.6)					$	(0.7)																																									$	171.8
SG&A as % gross profit (1)						88.7		%																																																										85.0		%
Same Store SG&A expenses						$	164.3											$	—					$	(0.7)																																									$	163.6
Same Store SG&A as % gross profit (1)						83.5		%																																																										83.1		%

						Six Months Ended June 30, 2026
						U.S. GAAP												Dealership and real estate transactions						Severance costs																																										Non-GAAP Adjusted
SG&A expenses						$	361.5											$	(7.0)					$	(0.7)																																									$	353.9
SG&A as % gross profit (1)						83.5		%																																																										81.8		%
Same Store SG&A expenses						$	338.9											$	—					$	(0.7)																																									$	338.2
Same Store SG&A as % gross profit (1)						80.0		%																																																										79.8		%

						Six Months Ended June 30, 2025
						U.S. GAAP																								Acquisition costs												Non-GAAP Adjusted
SG&A expenses						$	344.3																							$	(1.0)											$	343.4
SG&A as % gross profit (1)						81.2		%																																		81.0		%
Same Store SG&A expenses						$	315.5																							$	(1.0)											$	314.5
Same Store SG&A as % gross profit (1)						79.8		%																																		79.5		%

(1) Adjusted SG&A as % of gross profit excludes the impact of SG&A reconciling items above.

27

Exhibit 99.2

FOR IMMEDIATE RELEASE

Group 1 Agrees to Acquire Hennessy Automobile Dealerships in the Atlanta Market to Advance Proven Cluster Strategy

Expected to Add Approximately $1.7 Billion in Annualized Revenues and Be Immediately Accretive to EPS Upon Closing

HOUSTON, TX July 30, 2026 – Group 1 Automotive, Inc. (NYSE: GPI) (“Group 1” or the “Company”), a Fortune 250 automotive retailer with 251 dealerships located in the U.S. and U.K., today announced it has signed a definitive agreement to acquire the dealership assets and real estate of Hennessy Automobile Companies (“Hennessy”), significantly expanding the Company’s presence in the Atlanta metropolitan market.

“Our cluster strategy has long focused on premium brands in attractive growth markets with high-revenue rooftops where we can leverage scale and expand margins,” said Daryl Kenningham, President and Chief Executive Officer of Group 1 Automotive. “Building on a strategy we have executed successfully across our largest markets, including Houston and Boston, this acquisition significantly expands our presence in the growing Atlanta market and creates new opportunities to enhance operational efficiency and deliver attractive, long-term returns. The Hennessy family has a tremendous reputation in Atlanta. We feel privileged to purchase this world class business. We thank the Hennessy family for trusting Group 1 with the transaction.”

The transaction includes 10 dealerships, a brand portfolio that contains key luxury and import brands, including Lexus, Jaguar/Land Rover and Porsche, and facilities containing 500 service bays staffed by approximately 280 technicians. It is expected to generate approximately $1.7 billion in annualized revenue and be immediately accretive to the Company’s earnings per share upon closing.

This transaction, together with the recent acquisitions of Stone Mountain Honda and Stone Mountain Toyota, will expand Group 1’s Atlanta presence from three to 15 dealerships, making the city the Company’s second largest market based on revenue and its ninth market in the U.S. with five or more stores.

Atlanta is a robust automotive market with strong fundamentals. The city is the sixth largest MSA1 and seventh largest DMA2 in the U.S., as well as the fastest-growing MSA and largest luxury vehicle market in the Southeast, with 21% luxury vehicle market share3. The city’s real GDP growth outpaced the national average growth rate by over 50% from 2014 to 20234 and the average household income within Hennessy’s markets specifically is approximately $150,000 per year5.

“For 62 years, our family company has been a cornerstone of the Atlanta automotive community, excelling in vehicle sales, servicing and leasing,” said Peter Hennessy. “Under Group 1’s stewardship, I know this strong legacy and deep commitment to Atlanta will continue. Group 1 shares our customer-focused philosophy, which will remain the foundation as they move our dealerships into the future.”

The Hennessy acquisition is valued at approximately $1.3 billion inclusive of blue sky, real estate and operating assets. Group 1 plans to finance the transaction with new debt, backstopped by a bridge commitment.

The transaction is expected to close by year-end 2026, subject to regulatory approvals, OEM approvals and customary closing conditions.

J.P. Morgan Securities LLC is acting as exclusive financial advisor, and Hill Ward Henderson and Vinson & Elkins LLP are serving as legal advisors, to Group 1. Kerrigan Advisors is acting as transaction advisor, and Holland and Knight is acting as legal advisor, to Hennessy Automobile Companies.

1 U.S. Census Bureau.

2 Nielsen.

3 Urban Science.

4 Federal Reserve Economic Data.

5 U.S. Census Bureau.

1

For additional information about this transaction, please see the Form 8-K that will be filed in connection with this transaction.

ABOUT GROUP 1 AUTOMOTIVE, INC.

Group 1 owns and operates 251 automotive dealerships, 312 franchises, and 32 collision centers in the United States and the United Kingdom that offer 37 brands of automobiles. Through its dealerships and omni-channel platform, the Company sells new and used cars and light trucks; arranges related vehicle financing; sells service contracts; provides automotive maintenance and repair services; and sells vehicle parts.

Group 1 discloses additional information about the Company, its business, and its results of operations at www.group1corp.com, www.group1auto.com, www.group1collision.com, www.acceleride.com, and www.facebook.com/group1auto.

FORWARD-LOOKING STATEMENTS

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, which are statements related to future, not past, events and are based on our current expectations and assumptions regarding our business, the economy and other future conditions. In this context, the forward-looking statements often include statements regarding our strategic investments, goals, plans, projections and guidance regarding our financial position, results of operations and business strategy, including the financial and other benefits of anticipated or recently completed acquisitions or dispositions, including the pending acquisition of Hennessy (the “Hennessy Acquisition”), the timing and financing thereof and our ability to achieve the intended operational, financial and strategic benefits therefrom. These forward-looking statements often contain words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “should,” “foresee,” “may” or “will” and similar expressions. While management believes that these forward-looking statements are reasonable as and when made, there can be no assurance that future developments affecting us will be those that we anticipate. Any such forward-looking statements are not assurances of future performance and involve risks and uncertainties that may cause actual results to differ materially from those set forth in the statements. These risks and uncertainties include, among other things, (a) general economic and business conditions, (b) the impacts of sustained levels of inflation, including reduced affordability of automobiles for consumers, (c) developments in U.S. and global trade policy, including the imposition by the U.S. of significant tariffs on the import of automobiles and certain materials used in our parts and services business and the resulting consequences (including, but not limited to, retaliatory tariffs by non-U.S. nations, supply chain disruptions, vehicle and part cost increases and demand decreases, and potential recessions in the U.S. and U.K.), and the passage of the “One Big Beautiful Bill,” including the associated impact on tax deductions in the domestic car industry and the elimination of certain clean energy tax credits, which could impact incentives for electric vehicle production and sales, (d) the level of manufacturer incentives, (e) our ability to comply with extensive laws, regulations and policies applicable to our operations, including BEV mandates in the U.K., and their impact on new vehicle demand, (f) our ability to obtain an inventory of desirable new and used vehicles (including as a result of changes in the international trade environment), (g) our relationship with our automobile manufacturers and the willingness of manufacturers to approve future acquisitions, (h) our cost of financing and the availability of credit for consumers, (i) our ability to complete acquisitions and dispositions, including the pending Hennessy Acquisition, on a timely basis, if at all and the risks associated therewith, (j) our ability to successfully integrate recent and future acquisitions, including the Hennessy Acquisition, and realize the expected benefits from consummated acquisitions, (k) foreign exchange controls and currency fluctuations, (l) the armed conflicts in Ukraine and the Middle East, (m) our ability to maintain sufficient liquidity to operate, and (n) a material failure in or breach of our vendors’ information technology systems and other cybersecurity incidents. For additional information regarding known material factors that could cause our actual results to differ from our projected results, please see our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statements after the date they are made, whether as a result of new information, future events or otherwise.

2

Investor contacts:

David Helderman

Senior Manager, Investor Relations

Group 1 Automotive, Inc.

ir@group1auto.com

Media contacts:

Pete DeLongchamps

Senior Vice President, Manufacturer Relations, Financial Services and Corporate Development

Group 1 Automotive, Inc.

pdelongchamps@group1auto.com

Kimberly Barta

Head of Marketing and Communications

Group 1 Automotive, Inc.

kbarta@group1auto.com

or

Jude Gorman / Clayton Erwin

Collected Strategies

Group1-CS@collectedstrategies.com

3

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 Q2 2026 EARNINGS RELEASE 2.6 MB
• EX-99.2 EX-99.2 28.8 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB