Group 1 Automotive: Conifer reports about 15.4% stake

The 15.4% ownership calculation is based on 11,922,225 GPI shares outstanding as of July 24, 2026.

Rhea-AI Filing Summary

Group 1 Automotive, Inc. is the subject of an amended ownership report stating that Conifer Management, L.L.C. may be deemed to beneficially own 1,840,698 shares, or approximately 15.4% of the common stock. The percentage is based on 11,922,225 shares outstanding as of July 24, 2026.

Approximately $80,475,099.96, excluding commissions, was paid to acquire shares purchased since Amendment No. 2. Conifer states it has sole voting and dispositive power over the reported shares; commingled investment vehicles it manages directly hold them.

Key Figures

Beneficially owned common shares: 1,840,698 shares Reported ownership: Approximately 15.4% Common shares outstanding: 11,922,225 shares +1 more

4 metrics

Beneficially owned common shares 1,840,698 shares Conifer Management's reported beneficial ownership.

Reported ownership Approximately 15.4% Percentage of common stock outstanding.

Common shares outstanding 11,922,225 shares As of July 24, 2026; basis for the reported ownership percentage.

Purchase consideration Approximately $80,475,099.96 Paid for shares purchased since Amendment No. 2, excluding commissions.

Key Terms

beneficially own, sole power to vote, sole power to dispose, commingled investment vehicles, +1 more

5 terms

beneficially own technical

"may be deemed to beneficially own 1,840,698 shares of Common Stock"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

sole power to vote technical

"has sole power to vote or direct the voting of"

sole power to dispose technical

"sole power to dispose or direct the disposition of"

commingled investment vehicles financial

"working capital of various commingled investment vehicles"

margin account borrowings financial

"may have included margin account borrowings made in the ordinary course"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many GPI shares does Conifer Management beneficially own?

Conifer Management may be deemed to beneficially own 1,840,698 shares, approximately 15.4% of Group 1 Automotive's common stock.

How were Conifer Management's GPI purchases since Amendment No. 2 executed?

The reported purchases since Amendment No. 2 were effected in the open market through a broker.

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

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Available on EDGAR 09/29/2026 - 08:39 PM Accepted by SEC EDGAR 09/29/2026 - 08:39 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 3)

Group 1 Automotive, Inc.

(Name of Issuer)

Common stock, par value $0.01 per share

(Title of Class of Securities)

398905109

(CUSIP Number)

Gregory Alexander
45 Rockefeller Plaza, 34th Floor
New York, NY, 10111
(212) 832-5280

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/25/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 398905109

1

Name of reporting person

Conifer Management, L.L.C.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 1,840,698.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 1,840,698.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

1,840,698.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

15.4 %

14

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common stock, par value $0.01 per share
(b)	Name of Issuer: Group 1 Automotive, Inc.
(c)	Address of Issuer's Principal Executive Offices: 730 Town and Country Blvd, Suite 500, Houston, TEXAS , 77024.
Item 1 Comment: Pursuant to Rule 13d-2 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), this Amendment No. 3 to the Schedule 13D ("Amendment No. 3") amends certain items of the Schedule 13D filed with the Securities and Exchange Commission (the "SEC") on August 20, 2026 (the "Original Schedule 13D"), as amended by Amendment No. 1 filed on September 8, 2026, and Amendment No. 2 filed on September 22, 2026 (collectively, the "Schedule 13D"), relating to the Common Stock, par value $0.01 per share (the "Common Stock"), of Group 1 Automotive, Inc. (the "Issuer"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. Except as specifically provided herein, this Amendment No. 3 does not modify any of the information previously reported in the Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended and supplemented as follows: Item 5(c) of this Amendment No. 3 is incorporated herein by reference. A total of approximately $80,475,099.96, excluding commissions, was paid to acquire the shares of Common Stock purchased since Amendment No. 2 and reported in Item 5(c) of this Amendment No. 3. The funds used for the purchase of the shares of Common Stock reported herein by the Reporting Person were derived from the general working capital of various commingled investment vehicles managed by the Reporting Person that directly hold the shares of Common Stock reported herein. Such funds may have included margin account borrowings made in the ordinary course of business. In such instances, the positions held in the margin accounts are pledged as collateral security for the repayment of debit balances in the account, which may exist from time to time. Because other securities are held in the margin accounts, it is not possible to determine the amounts, if any, of margin used to purchase the shares of Common Stock reported herein.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) of the Schedule 13D is hereby amended and supplemented as follows: As of the date hereof, the Reporting Person may be deemed to beneficially own 1,840,698 shares of Common Stock, or approximately 15.4% of the shares of Common Stock outstanding. The percentage reported herein is based on 11,922,225 shares of Common Stock outstanding as of July 24, 2026, as reported in the Form 10-Q the Issuer filed on July 30, 2026.
(b)	Item 5(b) of the Schedule 13D is hereby amended and supplemented as follows: The Reporting Person has sole power to vote or direct the voting of, and sole power to dispose or direct the disposition of, the 1,840,698 shares of Common Stock reported herein.
(c)	Item 5(c) of the Schedule 13D is hereby amended and supplemented as follows: Except for the transactions listed in Exhibit 99.6 hereto, each of which was effected in the open market through a broker, the Reporting Person has not engaged in any transactions with respect to the Common Stock since the filing of Amendment No. 2.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is hereby amended and supplemented as follows: Exhibit 99.6 - Schedule of Transactions in response to Item 5(c)

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Conifer Management, L.L.C.

Signature:	/s/ Gregory Alexander
Name/Title:	Gregory Alexander, Managing Member
Date:	09/29/2026

Comments accompanying signature:

* Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of his, her or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. To the extent that "ownership of 5 percent or less of a class" was indicated in Item 5, such response only applies to the Reporting Person(s) that indicated elsewhere herein that it beneficially owns five percent (5%) or less of the class.