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

Penske director granted 10 deferred stock units

Director David Hoogendoorn received a new grant of deferred stock units tied to PAG common stock, vesting upon his separation from the board.

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. Hoogendoorn David reported acquisition or exercise transactions in this Form 4 filing.

Penske Automotive Group, Inc. (PAG) reported that director David Hoogendoorn received a grant of 10 Deferred Stock Units (phantom stock) on September 1, 2026. Each unit is equivalent to one share of common stock and becomes exercisable beginning upon his separation from service on the Board of Directors, increasing his directly held deferred units to 1,524.

Positive

  • None.

Negative

  • None.
Insider Hoogendoorn David
Role Director
Type Security Shares Price Value
Grant/Award Deferred Stock Units (Phantom Stock) F1, F4, F2, F3 10 -- --
Holdings After Transaction: Deferred Stock Units (Phantom Stock) — 1,524 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 granted 10 units Grant to director David Hoogendoorn on September 1, 2026
Deferred Stock Units after transaction 1,524 units Director’s directly held deferred units following the grant
Underlying common stock per unit 1 share per unit Footnote states the conversion ratio is one-for-one
Transaction date September 1, 2026 Date of Deferred Stock Unit grant
Deferred Stock Units (Phantom Stock) financial
"Security title is reported as Deferred Stock Units (Phantom Stock)"
one for one financial
"Footnote explains the units are one for one with common stock"
separation from service regulatory
"Units are exercisable beginning on separation from service to the Board"
Rule 10b5-1 regulatory
"The filing’s Rule 10b5-1 indicator is explicitly unchecked"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

FAQ

What insider transaction did PAG disclose for director David Hoogendoorn?
Penske Automotive Group disclosed that director David Hoogendoorn received a grant of 10 Deferred Stock Units (phantom stock) on September 1, 2026, each representing one share of PAG common stock, increasing his directly held deferred units to 1,524.

What are the key terms of the Deferred Stock Units reported for PAG?
The Form 4 states each Deferred Stock Unit is one-for-one with PAG common stock and is exercisable beginning on the reporting person’s separation from service on the company’s Board of Directors. The price is described as not relevant to this transaction.

Were the PAG Deferred Stock Unit transactions under a Rule 10b5-1 plan?
No. The filing’s Rule 10b5-1 indicator is unchecked, and there is no footnote stating that the grant was made under a Rule 10b5-1 trading plan.

Does this PAG Form 4 report any sales or disposals of securities?
No. The Form 4 reports only an acquisition of 10 Deferred Stock Units as a grant or award. It does not report any sales, gifts, or other dispositions of PAG-related securities.

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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*
Hoogendoorn David
(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)09/01/2026A10 (2) (3)Common Stock10(4)1,524D
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