SEC Form 4 · accession 0001144980-16-000143
ASBURY AUTOMOTIVE GROUP INC · ABG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George Karolis
Officer — SVP, Corp. Dev. & Real Estate
Period of report
Feb 5, 2016
Accepted (ET)
Feb 9, 2016 · 5:43 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 | Feb 5, 2016 | A | 4,926 | $0.00 | A | 6,210 | D | |
| Common StockF2 | Feb 5, 2016 | M | 860 | $0.00 | A | 7,070 | D | |
| Common StockF3 | Feb 5, 2016 | F | 166 | $46.70 | D | 6,904 | D | |
| Common StockF4 | Feb 5, 2016 | F | 230 | $46.70 | D | 6,674 | D | |
| Common StockF5 | Feb 5, 2016 | F | 323 | $46.70 | D | 6,351 | 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 UnitsF6 | — | Feb 5, 2016 | M | 860 | D | — | — | Common Stock | 860 | 860 | D |
Explanation of responses
- F1Represents grant of restricted stock award. Vesting will occur in three equal annual installments beginning on the first anniversary of the grant date.
- F2Represents 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.
- F3Represents the number of shares of the Issuer's common stock withheld for payment of taxes upon the vesting of a restricted stock award granted on February 5, 2015.
- F4Represents the number of shares of the Issuer's common stock withheld for payment of taxes upon the vesting of a restricted stock award granted on February 5, 2014.
- F5Represents the number of shares of the Issuer's common stock withheld for payment of taxes upon the vesting of performance share units, granted on February 5, 2014.
- F6Represents 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, an additional one-third vested on February 5, 2016 and the remaining one-third vests on February 5, 2017.