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Penske Automotive (PAG) director reports 1,801-share stock acquisition

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Penske Automotive Group, Inc. reported an insider share acquisition by a company director. On 12/16/2025, the director acquired 1,801 shares of Penske Automotive common stock at a reported price of $0 per share, resulting in direct ownership of 1,801 shares.

In addition, the director is shown as indirectly owning 116,207 shares through a trust. An accompanying note explains that 1,850 of those 116,207 indirectly held shares were previously held directly, indicating a prior shift from direct to indirect ownership via the trust structure.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
THOMPSON H BRIAN

(Last) (First) (Middle)
2555 TELEGRAPH RD.

(Street)
BLOOMFIELD HILLS MI 48302

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PENSKE AUTOMOTIVE GROUP, INC. [ PAG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/16/2025 A 1,801 A $0 1,801 D
Common Stock 116,207(1) I By Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. 1,850 of the 116,207 shares held indirectly were previously held directly.
Remarks:
/s/ Shane M. Spradlin, by power of attorney 12/18/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Penske Automotive Group (PAG) report in this Form 4?

The filing shows a director of Penske Automotive Group, Inc. acquired 1,801 shares of common stock on 12/16/2025 at a reported price of $0 per share, resulting in 1,801 shares held directly.

How many Penske Automotive Group (PAG) shares does the reporting person now own?

After the reported transaction, the director beneficially owns 1,801 shares directly and 116,207 shares indirectly through a trust, according to the ownership table.

What does the indirect ownership in Penske Automotive Group (PAG) represent?

The filing lists 116,207 shares of Penske Automotive Group common stock as indirectly owned by the director, with the nature of ownership described as "By Trust".

What clarification is provided about the director’s prior share holdings in PAG?

The explanatory note states that 1,850 of the 116,207 indirectly held shares were previously held directly, indicating a prior transfer from direct to indirect ownership.

Is the Penske Automotive Group (PAG) transaction reported as an acquisition or disposal?

The Table I entry for the 12/16/2025 transaction lists transaction code "A" and marks the 1,801 shares as Acquired (A), not disposed of.

What is the relationship of the reporting person to Penske Automotive Group (PAG)?

The form identifies the reporting person’s relationship to Penske Automotive Group, Inc. as a Director, with the director box checked in the relationship section.

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