Group 1 Automotive (NYSE: GPI) releases Q4 and full-year 2025 results via 8-K

Rhea-AI Filing Summary

Group 1 Automotive, Inc. reported that it has released its financial results for the three months and year ended December 31, 2025. On January 29, 2026, the company issued a press release describing these results, which is included as Exhibit 99.1 to this report.

The company notes that the earnings information furnished under Item 2.02, including the press release, is not considered “filed” for liability purposes under the Securities Exchange Act of 1934, unless specifically incorporated by reference into another securities filing.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

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

Item 9.01 Financial Statements and Exhibits Exhibits

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

Understanding 8-K Material Events →

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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): January 29, 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 40.14d-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 2.02     Results of Operations and Financial Condition.

On January 29, 2026, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months and year ended December 31, 2025. 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 (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 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press release of Group 1 Automotive, Inc., dated as of January 29, 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:

January 29, 2026

By:

/s/ Daniel J. McHenry

Daniel J. McHenry

Senior Vice President and Chief Financial Officer

FAQ

What did Group 1 Automotive (GPI) announce in this 8-K filing?

Group 1 Automotive announced that it issued a press release with financial results for the three months and year ended December 31, 2025. The press release is attached as Exhibit 99.1 and is incorporated by reference into the report.

Which period do Group 1 Automotive’s reported results in this 8-K cover?

The reported results cover the three months and full year ended December 31, 2025. These results are described in a press release dated January 29, 2026, which is furnished as Exhibit 99.1 to the current report.

How is the earnings press release treated under SEC rules in this GPI 8-K?

The earnings press release furnished under Item 2.02 is not deemed “filed” for purposes of Section 18 of the Exchange Act. It only becomes subject to those liabilities if later expressly incorporated by reference into another securities filing.

What exhibits are included with Group 1 Automotive’s January 29, 2026 8-K?

The 8-K includes Exhibit 99.1, a press release dated January 29, 2026 detailing financial results, and Exhibit 104, the Cover Page Interactive Data File embedded within the Inline XBRL document, as required for electronic reporting compliance.

Who signed Group 1 Automotive’s January 29, 2026 current report on Form 8-K?

The report was signed on behalf of Group 1 Automotive, Inc. by Daniel J. McHenry. He is identified in the document as the company’s Senior Vice President and Chief Financial Officer, acting as the duly authorized officer for this filing.