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  4. [Form 4] PENSKE AUTOMOTIVE GROUP, INC. Insider Trading Activity

Penske director granted 170 deferred stock units

Director Lisa Ann Davis received 170 deferred stock units tied to PAG common stock, exercisable upon her board service ending.

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

Rhea-AI Filing Summary

PENSKE AUTOMOTIVE GROUP, INC. (symbol: PAG) is the issuer of record for a Form 4 filing submitted to the SEC. Davis Lisa Ann reported acquisition or exercise transactions in this Form 4 filing.

PENSKE AUTOMOTIVE GROUP, INC. (PAG) reported that director Lisa Ann Davis received an award of 170 Deferred Stock Units linked one-for-one to common stock on September 1, 2026. These phantom stock units become exercisable when she separates from service on the company’s board, bringing her reported deferred stock unit balance to 25,715 units held directly. No Rule 10b5-1 trading plan is reported for this award.

Positive

  • None.

Negative

  • None.
Insider Davis Lisa Ann
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units (Phantom Stock) F1, F4, F2, F3 170 -- --
Holdings After Transaction: Deferred Stock Units (Phantom Stock) — 25,715 contracts (Direct)
Footnotes (4)
  1. F1. One for one.
  2. F2. These units are exercisable beginning on the reporting person's separation from service to the Company's Board of Directors.
  3. F3. Not applicable.
  4. F4. Price is not relevant to this transaction.
Deferred Stock Units awarded 170 units Award to director Lisa Ann Davis on September 1, 2026
Deferred Stock Units following award 25,715 units Total deferred stock units reported as held directly after the transaction
Underlying common stock ratio 1 unit for 1 share Footnote describes a one-for-one relationship to common stock
Exercise condition Upon separation from board service Units exercisable beginning on separation from service on the Board of Directors
Transaction date September 1, 2026 Date of the deferred stock unit award
Deferred Stock Units (Phantom Stock) financial
"Security described as Deferred Stock Units (Phantom Stock) linked to common stock"
phantom stock financial
"Deferred stock units are characterized as phantom stock compensation"
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
separation from service financial
"Units are exercisable beginning on the reporting person’s separation from service"

FAQ

What insider transaction did PAG director Lisa Ann Davis report?
She reported an award of 170 Deferred Stock Units (phantom stock) on September 1, 2026, each linked one-for-one to Penske Automotive Group common stock and held directly as part of her director compensation.

How many deferred stock units does Lisa Ann Davis now hold in PAG?
After this award, Lisa Ann Davis is reported to hold 25,715 Deferred Stock Units directly. Each unit represents the right to receive one share of common stock, according to the filing’s one-for-one description.

When can the new PAG deferred stock units be exercised?
The filing states these units are exercisable beginning on her separation from service on Penske Automotive Group’s Board of Directors. They are therefore not currently exercisable while she continues serving as a director.

Is there a price associated with Lisa Ann Davis’s PAG deferred stock unit grant?
No per-unit price applies. The filing notes that price is not relevant to this transaction, reflecting that the award is a form of deferred stock unit (phantom stock) compensation rather than a market purchase.

Was Lisa Ann Davis’s PAG award made under a Rule 10b5-1 trading plan?
No. The report indicates no Rule 10b5-1 plan for this transaction. It is presented as a compensation-related award of deferred stock units, not as part of a pre-arranged trading program.

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SEC Form 4
FORM 4UNITED 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*
Davis Lisa Ann
(Last)(First)(Middle)
2555 TELEGRAPH RD.
(Street)
BLOOMFIELD HILLS MICHIGAN 48302
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PENSKE AUTOMOTIVE GROUP, INC. [ PAG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Units (Phantom Stock)(1)09/01/2026A170 (2) (3)Common Stock170(4)25,715D
Explanation of Responses:
1. One for one.
2. These units are exercisable beginning on the reporting person's separation from service to the Company's Board of Directors.
3. Not applicable.
4. Price is not relevant to this transaction.
Remarks:
/s/ Shane M. Spradlin, by power of attorney09/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR