Results of Operations and Financial Condition. On October 28, 2026, we issued a press release announcing our third quarter 2026 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Other Events. On October 15, 2026, the Company issued a press release announcing the execution of the Merger Agreement. A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated herein by reference. Cautionary Statement Regarding the Merger The consummation of the Merger is subject to the satisfaction or waiver of customary closing conditions, and there can be no assurance that the Merger will be consummated on the timeline currently anticipated, or at all. Additional In…

The excerpt describes the treatment of equity awards, which is a compensation matter rather than a change in management or board composition.

Entry into a Material Definitive Agreement. The Merger Agreement On October 15, 2026, Penske Automotive Group, Inc., a Delaware corporation (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with Motown Acquisition Corp., a Delaware corporation (“ Buyer ”), pursuant to which Buyer will merge with and into the Company (the “ Merger ”), with the Company surviving the Merger. Buyer is an entity owned by Penske Corporation, a Delaware corporation (“ PC ”),…

Other Events. On October 15, 2026, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.46 per share, payable on December 1, 2026 to shareholders of record as of November 13, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under the heading “Amendment to Credit Agreement” in

Results of Operations and Financial Condition. On July 29, 2026, we issued a press release announcing our second quarter 2026 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Other Events. On July 23, 2026, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.44 per share, payable on September 1, 2026 to shareholders of record as of August 14, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Other Items. On May 13, 2026, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.42 per share, payable on June 3, 2026 to shareholders of record as of May 26, 2026. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Results of Operations and Financial Condition. On April 29, 2026, we issued a press release announcing our first quarter 2026 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Other Events. On February 11, 2026, we announced that our Board of Directors declared a quarterly dividend in the amount of $1.40 per share, payable on March 5, 2026, to shareholders of record as of February 25, 2026.

Results of Operations and Financial Condition. On February 11, 2026, we issued a press release announcing our fourth quarter and full year 2025 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Entry into a Material Definitive Agreement. On November 19, 2025, a wholly owned subsidiary of Penske Automotive Group, Inc. (the “Company”) purchased all of the membership interests of Penske Motor Group, LLC and thereby acquired four franchised automotive dealerships: Longo Toyota and Longo Lexus located in El Monte, California, Lexus Stevens Creek located in Stevens Creek, California, and Longo Toyota of Prosper located in Prosper, Texas (collectively, the “Dealerships”). This transaction…

Results of Operations and Financial Condition. On October 29, 2025, we issued a press release announcing our third quarter 2025 financial results and other information. A copy of the press release is furnished as Exhibit 99.1. The information furnished in this Current Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or t…

Other Items. On October 15, 2025, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.38 per share, payable on December 2, 2025 to shareholders of record as of November 14, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Results of Operations and Financial Condition. On July 30, 2025, we issued a press release announcing our second quarter 2025 financial results and other information. A copy of the press release is furnished as Exhibit 99.1. The information furnished in this Current Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the…

Other Items. On July 23, 2025, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.32 per share, payable on September 3, 2025 to shareholders of record as of August 15, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Entry into a Material Definitive Agreement. On May 14, 2025, Penske Automotive Group, Inc. (“we” or “the Company”) entered into an Amended and Restated Services Agreement with Mitsui & Co (U.S.A.), Inc. (“Mitsui USA”) under which Mitsui USA employee Yosuke Kawakami, our newly elected member of the Board of Directors, assists us in the strategic development of business opportunities and relationships in transportation related industries and the evaluation of new technologies in the automotive…

Other Items. On May 14, 2025, we issued a press release announcing that our Board of Directors declared a quarterly dividend in the amount of $1.26 per share, payable on June 3, 2025 to shareholders of record as of May 27, 2025. Additionally, we announced that our Board delegated to management an additional $250 million in securities repurchase authority, bringing the total current securities repurchase authority as of May 14, 2025 to $295.8 million. A copy of the press release is attached he…

Results of Operations and Financial Condition. On April 30, 2025, we issued a press release announcing our first quarter 2025 financial results and other information. A copy of the press release is furnished as Exhibit 99.1. The information furnished in this Current Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the…

Results of Operations and Financial Condition. On February 13, 2025, we issued a press release announcing our fourth quarter and full year 2024 financial results and other information. A copy of the press release is furnished as Exhibit 99.1.

Other Events. On February 13, 2025, we announced that our Board of Directors declared a quarterly dividend in the amount of $1.22 per share, payable on March 6, 2025, to shareholders of record as of February 24, 2025. The information furnished in this Current Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchan…

Entry into a Material Definitive Agreement. On December 2, 2024, we entered into the Eleventh Amendment (the “Amendment”) to our U.S. credit agreement with Mercedes-Benz Financial Services USA LLC, Toyota Motor Credit Corporation and Daimler Truck Financial Services USA LLC (as amended, the “U.S. Credit Agreement”) principally to increase the facility borrowing capacity from $1.2 billion to $1.5 billion. As amended, the U.S. Credit Agreement provides for up to $1.5 billion in revolving loans…

Results of Operations and Financial Condition. On October 29, 2024, we issued a press release announcing our third quarter 2024 financial results and other information. A copy of the press release is furnished as Exhibit 99.1. The information contained in this Current Report shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or t…

Other Events On October 16, 2024, we announced that our Board of Directors declared a quarterly dividend in the amount of $1.19 per share, payable on December 3, 2024 to shareholders of record as of November 15, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.