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Penske Automotive Group, Inc. (PAG) reported an insider equity transaction by a director and officer serving as President. On 11/21/2025, the insider reported a transaction coded “G,” indicating a bona fide gift of 943 shares of PAG common stock at a reported price of $0. After this transaction, the insider reported beneficial ownership of 40,584 shares held indirectly through a trust and 29,080 shares held directly.
Penske Automotive Group (PAG) has a shareholder filing a notice under Rule 144 to sell 2,100 shares of common stock through Morgan Stanley Smith Barney LLC on the NYSE. The aggregate market value of the shares listed for sale is $336,350.49, compared with 65,858,552 shares outstanding of the same class. The shares come from restricted stock that vested under a registered plan, with 1,337 shares acquired on 06/01/2024 and 763 shares acquired on 06/01/2025 as compensation for services rendered.
Penske Automotive Group, Inc. entered into a material definitive agreement under which a wholly owned subsidiary acquired all membership interests of Penske Motor Group, LLC, including four franchised dealerships in California and Texas, for an aggregate purchase price of $519,423,000. The consideration consists of $363,596,100 in cash and a $155,826,900 4.5% senior subordinated promissory note with a three‑year term, subject to customary post‑closing net worth adjustments.
The sellers include entities affiliated with the company’s Vice Chair and its largest stockholder, Penske Corporation, making this a related‑party transaction. A special committee of independent directors, advised by separate legal and financial advisors, reviewed, negotiated, and recommended the deal. The filing also outlines existing related‑party real estate leases, governance and voting agreements with Penske Corporation and Mitsui, and various commercial arrangements with Penske Transportation Solutions.
Penske Automotive Group (PAG) filed an automatic shelf registration statement on Form S-3, allowing the company and, from time to time, selling securityholders to offer various securities after effectiveness.
The shelf covers potential offerings of debt securities (which may be guaranteed by certain subsidiaries), preferred stock, common stock, warrants, and subscription rights, which may be sold separately or together. Net proceeds from company offerings will be used for general corporate purposes, including working capital, inventory financing, acquisitions, facility investments, debt service, dividends, subsidiary funding, and potential security repurchases. The company will not receive proceeds from any resale by selling securityholders. PAG’s common stock trades on the NYSE under the symbol PAG.
Penske Automotive Group (PAG) reported Q3 2025 results with total revenues of $7,695.3 million and diluted EPS of $3.23. Net income attributable to common stockholders was $213.0 million. Retail automotive revenue rose to $6,570.1 million, while retail commercial truck revenue declined to $918.6 million.
For the nine months, revenues were $22,962.1 million and net income attributable to common stockholders was $707.3 million. Operating cash flow reached $851.9 million. The company repaid at maturity its $550 million 3.50% senior subordinated notes due September 1, 2025, and ended the quarter with long‑term debt of $1,571.0 million, including $497.1 million of 3.75% notes due 2029 and $735.1 million of mortgage facilities.
Stockholders’ equity increased to $5,707.3 million. Year‑to‑date, PAG repurchased 796,716 shares for $119.0 million and paid $252.7 million in dividends. Shares outstanding were 65,995,364 at September 30, 2025, and 65,858,552 voting common shares as of October 24, 2025.
Penske Automotive Group, Inc. reported that it issued a press release announcing its third quarter 2025 financial results. The press release is furnished as Exhibit 99.1 to this report.
The disclosure is furnished, not filed, under the Exchange Act. Related information is also provided under Regulation FD. Additional materials include the Inline XBRL cover page (Exhibit 104).
Penske Automotive Group announced a quarterly cash dividend of $1.38 per share. The Board of Directors declared the dividend, which is payable on December 2, 2025 to shareholders of record as of November 14, 2025. The company also provided a press release with these details.
This action returns cash to shareholders on a regular schedule, with the record date determining who is eligible to receive the payment and the payment date indicating when funds are distributed.
Kimberly J. McWaters, a director of Penske Automotive Group (PAG), received 415 deferred stock units ("phantom stock") on 09/03/2025. These units convert one-for-one into common shares and become exercisable only upon her separation from the company's board. After this grant, McWaters' reported direct beneficial ownership of PAG common stock is 58,100 shares. The filing was signed by a power of attorney on 09/05/2025.
Penske Automotive Group director Wolfgang Duerheimer received 155 deferred stock units tied to the company's common stock, bringing his total direct beneficial ownership to 21,750 shares. The units were granted as deferred (phantom) stock units and convert one-for-one into common shares upon the director's separation from service on the board; they are not presently exercisable. No cash price was paid for this award and the filing reports the acquisition as a non-derivative security transaction.
Penske Automotive Group director Lisa Ann Davis received 178 deferred stock units on 09/03/2025, recorded on a Form 4 filing for symbol PAG. These units are one-for-one units representing common stock and become exercisable only upon the reporting person's separation from service on the company's Board of Directors. The reported transaction increases Ms. Davis's direct beneficial ownership to 24,900 shares. No cash price is applicable to the grant. The Form 4 was signed by power of attorney on 09/05/2025.