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

Rhea-AI Filing Summary

Penske Automotive Group director David Hoogendoorn received an equity-based award in the form of deferred stock units. On the reported date, he was granted 13 Deferred Stock Units (phantom stock) at a stated price of $0.00 per unit, characterized as a grant or award acquisition. Each unit represents one share of Penske Automotive Group common stock on a one-for-one basis. Following this award, he directly holds a total of 1,501 deferred stock units. These units become exercisable beginning on his separation from service from the company’s Board of Directors, meaning they are designed as a long-term, deferred form of compensation rather than an immediate share purchase.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Hoogendoorn David

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Stock Units (Phantom Stock)	13	$0.00	--

Holdings After Transaction: Deferred Stock Units (Phantom Stock) — 1,501 shares (Direct)

Footnotes (1)

1. One for one. These units are exercisable beginning on the reporting person's separation from service from the Company's Board of Directors. Not applicable. Price is not relevant to this transaction.

Form 4 Insider Transactions: What Each Field Means →

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^*

Hoogendoorn David

(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)
03/05/2026

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

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)	03/05/2026		A		13		(2)	(3)	Common Stock	13	(4)	1,501	D

Explanation of Responses:

1. One for one.

2. These units are exercisable beginning on the reporting person's separation from service from 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	03/09/2026
	** 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 did Penske Automotive Group (PAG) director David Hoogendoorn report in this Form 4?

Director David Hoogendoorn reported receiving 13 Deferred Stock Units as an equity award. These units are phantom stock tied one-for-one to Penske Automotive Group common shares, increasing his directly held deferred units to 1,501 in total after the transaction.

Is David Hoogendoorn buying or selling PAG shares in this insider filing?

David Hoogendoorn is not buying or selling PAG shares on the open market. He received 13 Deferred Stock Units as a grant, a form of deferred equity compensation that settles in company stock after he leaves the Board of Directors.

How many Penske Automotive Group deferred stock units does Hoogendoorn hold after this award?

After this award, David Hoogendoorn holds 1,501 Deferred Stock Units. The filing shows that 13 new units were granted, bringing his directly owned deferred stock unit balance to 1,501, each linked one-for-one to a share of PAG common stock.

When can David Hoogendoorn’s Penske Automotive deferred stock units be exercised?

The deferred stock units are exercisable beginning on David Hoogendoorn’s separation from service from Penske Automotive Group’s Board. This means the phantom stock converts after his board tenure ends, aligning the award with long-term service rather than immediate liquidity.

What does one-for-one mean for Penske Automotive Group’s phantom stock units?

One-for-one means each Deferred Stock Unit corresponds to one share of Penske Automotive Group common stock. When the units become exercisable after board service ends, each unit is intended to deliver value equivalent to a single PAG common share.

Was any price paid for David Hoogendoorn’s new PAG deferred stock units?

No cash price was paid for these units. The filing lists the transaction price per deferred stock unit as $0.00, indicating they were granted as compensation rather than purchased, consistent with a standard equity award to a company director.