FMR LLC reports beneficial ownership of 1,763,328.48 shares of Lithia Motors Inc common stock, representing 7.6% of the class. The Schedule 13G names FMR LLC as the filer and lists CUSIP 536797103; Abigail P. Johnson is identified with dispositive power. The filing includes an exhibit reference to a 13d-1(k)(1) agreement and a power of attorney dated April 13, 2026.
Positive
None.
Negative
None.
Insights
FMR LLC reports a sizable passive stake in Lithia Motors at 7.6%.
FMR LLC is shown as beneficial owner of 1,763,328.48 shares of common stock (CUSIP 536797103), with sole dispositive power indicated for Abigail P. Johnson. The filing cites Exhibit 99 and a Power of Attorney effective April 13, 2026.
This Schedule 13G is a standard disclosure of an institutional position; the filing lists mechanics of voting/dispositive power and references an agreement in Exhibit 99. Subsequent filings may clarify any changes in ownership or voting arrangements.
The filing clarifies who holds voting and dispositive authority for the reported stake.
The schedule attributes sole voting power of 1,752,089 and sole dispositive power of 1,763,328.48 to FMR LLC (with Abigail P. Johnson listed as holding dispositive power). Signature blocks reference a power of attorney and Exhibit 99.
These ownership and authority disclosures matter for proxy and governance contexts; any active engagement or changes would appear in later filings.
Key Figures
Beneficial ownership:1,763,328.48 sharesPercent of class:7.6%Sole voting power:1,752,089 shares+2 more
5 metrics
Beneficial ownership1,763,328.48 sharesAmount beneficially owned per Item 4
Percent of class7.6%Percent of class per Item 4
Sole voting power1,752,089 sharesSole voting power listed on cover responses
CUSIP536797103Issuer CUSIP listed on cover
Power of Attorney dateApril 13, 2026Power of Attorney effective date cited in signature block
"Item 1. | (a) | Name of issuer: LITHIA MOTORS INC"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Dispositive powerfinancial
"7 | Sole Dispositive Power 1,763,328.48"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Exhibit 99regulatory
"Exhibit Information Please see Exhibit 99 for 13d-1(k) (1) agreement."
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
LITHIA MOTORS INC
(Name of Issuer)
COMMON STOCK
(Title of Class of Securities)
536797103
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
536797103
1
Names of Reporting Persons
FMR LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
1,752,089.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,763,328.48
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,763,328.48
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.6 %
12
Type of Reporting Person (See Instructions)
HC
SCHEDULE 13G
CUSIP Number(s):
536797103
1
Names of Reporting Persons
Abigail P. Johnson
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
1,763,328.48
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,763,328.48
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
7.6 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
LITHIA MOTORS INC
(b)
Address of issuer's principal executive offices:
150 NORTH BARTLETT STREET,MEDFORD,OR,USA,97501
Item 2.
(a)
Name of person filing:
FMR LLC
(b)
Address or principal business office or, if none, residence:
245 Summer Street, Boston, Massachusetts 02210
(c)
Citizenship:
Not applicable
(d)
Title of class of securities:
COMMON STOCK
(e)
CUSIP Number(s):
536797103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
1763328.48
(b)
Percent of class:
7.6 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
Please see the responses to Items 5 and 6 on the cover page.
(ii) Shared power to vote or to direct the vote:
0.00
(iii) Sole power to dispose or to direct the disposition of:
1763328.48
(iv) Shared power to dispose or to direct the disposition of:
0.00
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
One or more other persons are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the COMMON STOCK of LITHIA MOTORS INC. No one other person's interest in the COMMON STOCK of LITHIA MOTORS INC is more than five percent of the total outstanding COMMON STOCK.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
See attached Exhibit 99.
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
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.
FMR LLC
Signature:
Richard Bourgelas
Name/Title:
Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of FMR LLC and its direct and indirect subsidiaries*
Date:
05/05/2026
Abigail P. Johnson
Signature:
Richard Bourgelas
Name/Title:
Duly authorized under Power of Attorney effective as of April 13, 2026, by and on behalf of Abigail P. Johnson*
Date:
05/05/2026
Comments accompanying signature: *This power of attorney is incorporated herein by reference to Exhibit 24 to the Schedule 13G filed by FMR LLC on April 29,2026, accession number: 0000315066-26-000738.
What stake does FMR LLC report in Lithia Motors (LAD)?
FMR LLC reports beneficial ownership of 1,763,328.48 shares, or 7.6% of the class. The Schedule 13G cites CUSIP 536797103 and shows sole dispositive power for 1,763,328.48 shares as of the reporting period.
Who is listed with voting or dispositive power in the 13G for LAD?
FMR LLC is listed with sole voting power of 1,752,089 and sole dispositive power of 1,763,328.48 shares. Abigail P. Johnson is named with sole dispositive power in the filing's cover responses.
Does the filing reference any agreements or powers of attorney?
Yes—the filing references Exhibit 99 and a Power of Attorney effective April 13, 2026. The signature block notes the power of attorney and an exhibit for a 13d-1(k)(1) agreement attached as Exhibit 99.
What document identifies the issuer and CUSIP for this filing?
The Schedule 13G names the issuer as Lithia Motors Inc and lists CUSIP 536797103. The issuer address is given as 150 North Bartlett Street, Medford, OR, 97501 in Item 1 of the filing.
Is another person's interest over 5% disclosed in the filing?
No single other person's interest above 5% is identified. The filing states other persons may have rights to dividends or sale proceeds, but no other person's interest exceeds 5% of outstanding common stock.
