SEC Form 4 · accession 0001144980-19-000037
ASBURY AUTOMOTIVE GROUP INC · ABG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jed Milstein
Officer — SVP & CHRO
Period of report
Feb 7, 2019
Accepted (ET)
Feb 11, 2019 · 5:44 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 7, 2019 | F | 188 | $69.18 | D | 10,616 | D | |
| Common StockF1 | Feb 7, 2019 | F | 220 | $69.18 | D | 10,396 | D | |
| Common StockF2 | Feb 7, 2019 | A | 2,313 | $0.00 | A | 12,709 | D | |
| Common StockF3 | Feb 8, 2019 | F | 123 | $69.02 | D | 12,586 | D | |
| Common StockF4 | Feb 8, 2019 | M | 777 | $0.00 | A | 13,363 | D | |
| Common StockF5 | Feb 8, 2019 | F | 234 | $69.02 | D | 13,129 | 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 8, 2019 | M | 777 | D | — | — | Common Stock | 777 | 777 | D |
Explanation of responses
- F1Represents 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 7, 2018.
- F2Represents grant of restricted stock award. Vesting will occur in three equal annual installments beginning on the first anniversary of the grant date.
- 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 8, 2017.
- F4Represents shares of the Issuer's common stock issued upon the vesting of performance share units granted on February 8, 2017. This transaction represents the vesting of one-third of this award.
- F5Represents 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 8, 2017.
- F6Represents vesting of performance share units upon the Issuer having met certain performance objectives, which objectives were certified as having been met on March 12, 2018. 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 8, 2017 vested upon certification of the objectives having been met, which occurred on March 12, 2018, an additional one-third vested on February 8, 2019 and the remaining one-third vests on February 8, 2020.