SEC Form 4 · accession 0001144980-15-000068
ASBURY AUTOMOTIVE GROUP INC · ABG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Sawicki
Officer — VP, Controller & CAO
Period of report
Mar 4, 2015
Accepted (ET)
Mar 6, 2015 · 4:33 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001144980
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 4, 2015 | M | 491 | $0.00 | A | 5,321 | D | |
| Common StockF2 | Mar 4, 2015 | F | 164 | $76.72 | D | 5,157 | D | |
| Common StockF3 | Mar 5, 2015 | S | 345 | $78.52 | D | 4,812 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Share UnitsF4 | — | Mar 4, 2015 | A | 1,474 | A | — | — | Common Stock par value$.01 per share | 1,474 | 1,474 | D |
| Performance Share UnitsF4 | — | Mar 4, 2015 | M | 491 | D | — | — | Common Stock par value$.01 per share | 491 | 983 | D |
Explanation of responses
- F1Represents shares of the Issuer's common stock issued upon the vesting of performance share units granted on February 5, 2014. This transaction represents the vesting of one-third of this award.
- F2Represents the number of shares of the Issuer's common stock withheld for payment of taxes upon the vesting of performance share units, and the conversion of such units into shares of the Issuer's common stock, granted on February 5, 2014.
- F3Represents the weighted average share price of an aggregate total of 345 shares of the Issuer's common stock sold in the price range of $78.50 to $78.53 by the reporting person. The reporting person undertakes to provide upon request by the Commission staff, the Issuer or a security holder, full information regarding the number of shares sold at each separate price.
- F4Represents vesting of performance share units upon the Issuer having met certain performance objectives, which objectives were certified as having been met on March 4, 2015. Each performance share unit converts into one share of the Issuer's common stock upon vesting. One-third of the performance share units granted on February 5, 2014 vested upon certification of the objectives having been met, which occurred on March 4, 2015.