Penske Automotive (NYSE: PAG) director reports 214 new deferred stock units

Rhea-AI Filing Summary

Penske Automotive Group (PAG) director reports grant of deferred stock units. A member of the company’s Board of Directors acquired 214 deferred stock units (phantom stock) on 12/02/2025. Each unit is linked one-for-one to a share of Penske Automotive Group common stock.

After this transaction, the director beneficially owns 25,113 deferred stock units in total, held as a direct interest. These units become exercisable when the director separates from service on the company’s Board, at which point they are tied to delivery of common shares. The filing notes that price is not relevant to this type of equity award, reflecting its nature as deferred compensation rather than an open‑market stock purchase or sale.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Davis Lisa Ann

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units (Phantom Stock)	214	$0.00	$0.00

Holdings After Transaction: Deferred Stock Units (Phantom Stock) — 25,113 shares (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.

FAQ

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

A Penske Automotive Group director reported receiving 214 deferred stock units (phantom stock) on 12/02/2025, tied one-for-one to shares of PAG common stock.

How many Penske Automotive Group (PAG) deferred stock units does the director own after this transaction?

Following the reported transaction, the director beneficially owns 25,113 deferred stock units of Penske Automotive Group common stock in a direct holding.

What are the key terms of the Penske Automotive Group (PAG) deferred stock units granted?

Each deferred stock unit is described as one for one with PAG common stock and becomes exercisable when the reporting person separates from service on the company’s Board of Directors.

When do the Penske Automotive Group (PAG) deferred stock units become exercisable?

The filing states that these deferred stock units are exercisable beginning on the reporting person’s separation from service on Penske Automotive Group’s Board of Directors.

Was a transaction price reported for the Penske Automotive Group (PAG) deferred stock units?

No transaction price is used; the filing explains that price is not relevant to this transaction, consistent with its nature as a deferred stock unit award.

Are the Penske Automotive Group (PAG) deferred stock units held directly or indirectly?

The Form 4 shows the 25,113 deferred stock units are held with direct (D) ownership by the reporting person.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 12/04/2025 - 04:52 PM Learn about SEC filing dates

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^*

Davis Lisa Ann

(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)
12/02/2025

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

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
Deferred Stock Units (Phantom Stock)	(1)	12/02/2025		A		214		(2)	(3)	Common Stock	214	(4)	25,113	D

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 attorney	12/04/2025
	** 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.