Penske (NYSE: PAG) EVP granted 4,994 shares vesting through 2030

Rhea-AI Filing Summary

Spradlin Shane M. reported acquisition or exercise transactions in this Form 4 filing.

Penske Automotive Group executive Shane M. Spradlin, EVP, General Counsel & Secretary, received a grant of 4,994 shares of common stock with no cash price. The award vests in stages: 15% on June 1, 2027, 15% on June 1, 2028, 20% on June 1, 2029, and 50% on June 1, 2030. After this grant, he holds 38,146 common shares directly.

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^*

Spradlin Shane M.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Gen. Counsel & Sec.

3. Date of Earliest Transaction (Month/Day/Year)
02/25/2026

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	02/25/2026		A		4,994(1)	A	(2)	38,146	D

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. Fifteen percent of the shares vest on June 1, 2027, fifteen percent of these shares vest on June 1, 2028, twenty percent of the shares vest on June 1, 2029, and fifty percent of the shares vest on June 1, 2030.

2. Price is not relevant to this transaction.

Remarks:

	/s/ Shane M. Spradlin	02/27/2026
	** 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 PAG executive Shane Spradlin report on this Form 4?

Shane M. Spradlin reported a grant of 4,994 shares of Penske Automotive Group common stock. The award was received at no stated price and increases his directly held position to 38,146 shares after the transaction.

What is the vesting schedule for Shane Spradlin’s 4,994 PAG shares?

The 4,994-share award vests over time: 15% on June 1, 2027, 15% on June 1, 2028, 20% on June 1, 2029, and the remaining 50% on June 1, 2030, creating a multi-year retention incentive.

Did Shane Spradlin buy PAG shares on the open market in this filing?

No, the Form 4 shows a grant or award acquisition of 4,994 common shares, not an open-market purchase. The transaction code is A, indicating an award or similar acquisition with a reported price of $0.0000 per share.

How many PAG shares does Shane Spradlin own after this stock grant?

Following the 4,994-share grant, Shane M. Spradlin beneficially owns 38,146 shares of Penske Automotive Group common stock directly. This total reflects his holdings after the reported award transaction on the Form 4.

What role does Shane Spradlin hold at Penske Automotive Group (PAG)?

Shane M. Spradlin serves as Executive Vice President, General Counsel & Secretary of Penske Automotive Group. The reported 4,994-share stock award represents part of his equity-based compensation in common stock of the company.