SEC Form 4 · accession 0001144980-16-000181
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
Mar 4, 2016
Accepted (ET)
Mar 7, 2016 · 6:13 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,F2 | Mar 4, 2016 | M | 620 | $0.00 | A | 9,461 | D | |
| Common StockF3 | Mar 4, 2016 | F | 207 | $60.37 | D | 9,254 | 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, 2016 | A | 1,861 | A | — | — | Common Stock | 1,861 | 1,861 | D |
| Performance Share UnitsF4 | — | Mar 4, 2016 | M | 620 | D | — | — | Common Stock | 620 | 1,241 | D |
Explanation of responses
- F1Represents shares of the Issuer's common stock issued upon the vesting of performance share units granted on February 5, 2015. This transaction represents the vesting of one-third of this award.
- F2Total includes 2,020 shares inadvertently omitted from the total amount of securities beneficially owned by the reporting person on the Form 4 filed on February 5, 2016.
- F3Represents 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, 2015.
- 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, 2016. 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, 2015 vested upon certification of the objectives having been met, which occurred on March 4, 2016, an additional one-third vests on February 5, 2017 and the remaining one-third vests on February 5, 2018.