Form 4: Penske Automotive Director Receives Stock Units
Statement of Changes in Beneficial Ownership
Penske Automotive Group director David Hoogendoorn was granted 1,488 deferred stock units, convertible to common stock upon his separation from service.
Summary
- David Hoogendoorn, a Director of Penske Automotive Group, Inc. (PAG), was granted 1,488 Deferred Stock Units (Phantom Stock).
- These units are convertible on a one-for-one basis into common stock.
- The units become exercisable upon Mr. Hoogendoorn's separation from service from the Company's Board of Directors.
- The transaction date for the grant was December 16, 2025.
- A Power of Attorney, dated July 24, 2025, was also filed, authorizing Shane M. Spradlin, Jason T. Nichol, and Maggie Feher to prepare and file Section 16 reports on behalf of Mr. Hoogendoorn.
Sentiment
Score: 7
Explanation: The grant of deferred stock units to a director is a routine compensation event that aligns the director's interests with the company's long-term performance.
Positives
- The grant of 1,488 deferred stock units to a director aligns the director's interests with long-term shareholder value.
- The deferred nature of the units, exercisable upon separation from service, encourages long-term commitment to the company.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Authorization for SEC Filings | David Hoogendoorn granted a Power of Attorney to Shane M. Spradlin, Jason T. Nichol, and Maggie Feher to prepare and file Forms 3, 4, and 5 on his behalf with the SEC. | 2025-07-24 | Streamlines the process for the director to comply with Section 16 reporting requirements, ensuring timely and accurate disclosures. |
Stakeholder Impact
- Shareholders: Minor potential dilution upon conversion of deferred stock units, but also increased alignment of director's interests with shareholder value.
Next Steps
- The units will become exercisable upon David Hoogendoorn's separation from service from the Company's Board of Directors.
Key Dates
| Date | Description |
|---|---|
| 2025-07-24 | Date David Hoogendoorn signed the Power of Attorney. |
| 2025-07-24 | Date the Power of Attorney was notarized. |
| 2025-12-16 | Date of the transaction where Deferred Stock Units were acquired. |
| 2025-12-18 | Date the Form 4 was signed by power of attorney. |
| 2031-03-27 | Expiration date of the Notary Public's commission (Deirdre Thomas). |
Keywords
Penske Automotive Group, PAG, Form 4, Deferred Stock Units, Phantom Stock, Insider Transaction, Director Compensation, Equity Grant, Beneficial Ownership
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