Group 1 Automotive names Melkeya McDuffie and sets $0.50 per-share Q3 dividend

Rhea-AI Filing Summary

Group 1 Automotive announced two corporate actions and attached the related press releases as exhibits. The company named Melkeya McDuffie as Senior Vice President and Chief Human Resources Officer, a senior leadership appointment intended to fill its top HR role. The filing references a press release describing the appointment.

Separately, the Board approved a $0.50 per-share cash dividend for the third quarter of 2025, payable on September 16, 2025 to stockholders of record as of September 2, 2025. The company also provided an update on year-to-date share repurchase activity and listed the two press releases as Exhibits 99.1 and 99.2 for further detail.

Positive

• Board approved a $0.50 per-share cash dividend for Q3 2025
• Appointment of Melkeya McDuffie as Senior Vice President and Chief Human Resources Officer

Negative

• Share repurchase update is referenced but detailed repurchase figures are provided only in the attached press release (Exhibit 99.2)
• The filing contains no financial statements or earnings metrics to quantify the impact of the dividend or repurchases

Insights

Equity Analyst

TL;DR: Routine corporate actions — new CHRO appointment and a $0.50 Q3 cash dividend; repurchase update is referenced in an attached press release.

The 8-K reports a leadership hire and a Board-approved cash dividend of $0.50 per common share payable September 16, 2025 to holders of record September 2, 2025. Both items are material to stakeholder communications but are routine in nature and do not include earnings or balance-sheet metrics in this filing. The filing references a year-to-date share repurchase update via Exhibit 99.2; investors must consult the press release for repurchase quantities and timing. Impact: limited and informational.

Corporate Governance / HR Specialist

TL;DR: Appointment of Melkeya McDuffie as SVP & CHRO formalizes HR leadership; related press release is filed as Exhibit 99.1.

The company disclosed the appointment of a senior HR executive, which addresses leadership in talent and organizational management. The 8-K attaches the announcement as Exhibit 99.1 but does not include biographical or contractual details within the filing itself. From a governance perspective, the disclosed dividend and the reference to share repurchase communications indicate ongoing capital allocation decisions; specifics on repurchases are delegated to the attached press release.

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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): August 11, 2025

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 the 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 8.01    Other Events.

On August 11, 2025, Group 1 Automotive, Inc., a Delaware corporation (the “Company”), announced the appointment of Melkeya McDuffie as Senior Vice President and Chief Human Resources Officer.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

On August 12, 2025, the Company, also announced that its Board of Directors approved a cash dividend of $0.50 per share for the third quarter of 2025, payable on September 16, 2025, to stockholders of record as of September 2, 2025.

In addition, the Company provided an update on its year-to-date share repurchase activity.

A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press release of Group 1 Automotive, Inc., dated as of August 11, 2025.
99.2						Press release of Group 1 Automotive, Inc., dated as of August 12, 2025.
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:

August 13, 2025

By:

/s/ Gillian A. Hobson

Name: Gillian A. Hobson

Title: Senior Vice President

FAQ

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

GPI appointed Melkeya McDuffie as SVP and Chief Human Resources Officer, approved a $0.50 per-share Q3 cash dividend, and provided an update on year-to-date share repurchase activity.

When is the $0.50 per-share dividend payable and who is eligible?

The dividend is payable on September 16, 2025 to stockholders of record as of September 2, 2025.

Where can I find the full announcements and details referenced in the filing?

The 8-K attaches the relevant press releases as Exhibit 99.1 (appointment) and Exhibit 99.2 (dividend and repurchase update); consult those exhibits for full details.

Does the 8-K disclose specific share repurchase amounts?

No specific repurchase quantities or dollar amounts are included in the body of this 8-K; the filing refers investors to the attached press release (Exhibit 99.2).

Who signed the 8-K on behalf of Group 1 Automotive?

The filing is signed on behalf of the registrant by Gillian A. Hobson, Senior Vice President (signature referenced in the document).