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Filing Details

Accession Number:: 0001127602-18-026590
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-08-31 17:16:31
Reporting Period:: 2017-05-11

Accepted Time:: 2018-08-31 17:16:31
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1031203	Group 1 Automotive Inc	GPI	Retail-Auto Dealers & Gasoline Stations (5500)	760506313

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1570998	Lincoln Pereira	800 Gessner Suite 500 Houston TX 77024		Yes	No	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2017-05-11	25,484	$71.37	41,941	No	4	D	Direct
Common Stock	Acquisiton	2017-05-11	19,083	$71.37	253,309	No	4	A	Indirect	Abbe Investsments, Ltd.
Common Stock	Disposition	2018-08-29	10,000	$78.71	218,309	No	4	S	Indirect	Abbe Investsments, Ltd.

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	D	Direct
No	4	A	Indirect	Abbe Investsments, Ltd.
No	4	S	Indirect	Abbe Investsments, Ltd.

Footnotes

Includes 19,083 shares released pursuant to Escrow Agreement dated February 28, 2013 entered into pursuant to a Share Purchase Agreement dated effective January 24, 2013, as amended February 27, 2013, by and between the Issuer, the Reporting Person, the other shareholders of UAB Motors Participacoes, S.A. (all as defined in the above referenced Escrow Agreement and Share Purchase Agreement), and UAB Motors Participacoes, S.A., as Intervening and Consenting Party; and 6,401 shares forfeited from escrow to the Issuer (on the fourth anniversary of the Closing Date) pursuant to the terms of the above referenced Escrow Agreement. The remaining 41,941 shares held in escrow will serve as a guarantee for the benefit of the Issuer in respect of indemnification obligations assumed by the Reporting Person and the other shareholders of UAB Motors Participacoes, S.A., as defined in the above referenced Share Purchase Agreement. The remaining shares held in escrow will be released on the sixth anniversary of the Closing Date (to the extent not retained for outstanding liability claims).
Shares acquired pursuant to Escrow Agreement dated February 28, 2013 entered into pursuant to a Share Purchase Agreement dated effective January 24, 2013, as amended February 27, 2013, by and between the Issuer, the Reporting Person, the other shareholders of UAB Motors Participacoes, S.A. (all as defined in the above referenced Escrow Agreement and Share Purchase Agreement), and UAB Motors Participacoes, S.A., as Intervening and Consenting Party.
Stock price calculated using the average closing price per share of Issuer common stock for the thirty (30) trading days immediately preceding the date on which determination of the amount to be allocated against the Stock Escrow Deposit is required to be made (all as further defined in Section 11 of the Escrow Agreement dated as of February 28, 2013).
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.4523 to $79.1129, inclusive. The reporting person undertakes to provide to Group 1 Automotive, Inc., any security holder of Group 1 Automotive, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote 4 to this Form 4.