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ASBURY AUTOMOTIVE GROUP INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and ASBURY AUTOMOTIVE GROUP INC.’s Form 8-K, filed May 16, 2024 (Item 5.07 on EDGAR). Page generated October 14, 2026.

11Ballot items
326Asset managers
4,067Fund votes
May 14, 2024Meeting date

Results at a glance

Meeting of May 14, 2024: 11 items on ASBURY AUTOMOTIVE GROUP INC.’s Form 8-K, filed May 16, 2024: 2 approved · 9 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore ASBURY AUTOMOTIVE GROUP INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by ASBURY AUTOMOTIVE GROUP INC.

These tallies are ASBURY AUTOMOTIVE GROUP INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 16, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

ASBURY AUTOMOTIVE GROUP INC. — official shareholder meeting results, meeting held May 14, 2024
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Thomas J. Reddin	18,701,448	--	--	287,701	575,357	98%	Not verified	—
Elect Director: Joel Alsfine	18,839,923	--	--	149,226	575,357	99.2%	Not verified	—
Elect Director: William D. Fay	18,858,669	--	--	130,480	575,357	99.3%	Not verified	—
Elect Director: David W. Hult	18,930,637	--	--	58,512	575,357	99.6%	Not verified	—
Elect Director: Juanita T. James	18,565,534	--	--	423,615	575,357	98%	Not verified	—
Elect Director: Philip F. Maritz	18,613,071	--	--	376,078	575,357	98%	Not verified	—
Elect Director: Maureen F. Morrison	18,855,061	--	--	134,088	575,357	99.2%	Not verified	—
Elect Director: Bridget Ryan-Berman	18,754,278	--	--	234,871	575,357	99%	Not verified	—
Elect Director: Hilliard C. Terry, III	18,850,377	--	--	138,772	575,357	99.2%	Not verified	—
2. Proposal to approve an advisory resolution on the compensation of the Company's named executive officers	18,833,316	149,610	6,223	--	575,357	99.2%	Approved	—
3. Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024	19,463,132	97,574	3,800	--	--	99.5%	Approved	—

This meeting is also recorded here as May 15, 2024; both records come from the same filing, so the date should be checked against it.

Source: ASBURY AUTOMOTIVE GROUP INC., Form 8-K, filed with the SEC on May 16, 2024 — read the filing on EDGAR.

How asset managers voted at the ASBURY AUTOMOTIVE GROUP INC. 2023-2024 meeting

Each item below shows how the 326 asset managers that disclosed a ASBURY AUTOMOTIVE GROUP INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Bridget Ryan-Berman

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 18,754,278WITHHELD: 234,871

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Bridget Ryan-Berman

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Bridget Ryan-Berman”): 18,754,278 for, 234,871 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 9,097,390 for, 93,896 withheld, 494 abstained, 15,835 not voted.

FOR

FOR: 9,097,390ABSTAIN: 494WITHHOLD: 93,896NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Bridget Ryan-Berman” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,481	101	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

2. Elect Director: David W. Hult

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%

FOR: 18,930,637WITHHELD: 58,512

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: David W. Hult

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: David W. Hult”): 18,930,637 for, 58,512 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.6% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 9,190,677 for, 1,103 withheld, 15,835 not voted.

FOR

FOR: 9,190,677WITHHOLD: 1,103NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: David W. Hult” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,525	57	For
T. Rowe Price	248,337	0	For
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,157	1,046	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

3. Elect Director: Hilliard C. Terry, III

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 18,850,377WITHHELD: 138,772

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Hilliard C. Terry, III

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Hilliard C. Terry, III”): 18,850,377 for, 138,772 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.2% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 9,101,028 for, 90,752 withheld, 15,835 not voted.

FOR

FOR: 9,101,028WITHHOLD: 90,752NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Hilliard C. Terry, III” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,525	57	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

4. Elect Director: Joel Alsfine

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 18,839,923WITHHELD: 149,226

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Joel Alsfine

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Joel Alsfine”): 18,839,923 for, 149,226 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 95 asset managers below reported 9,101,028 for, 90,752 withheld, 15,835 not voted.

FOR

FOR: 9,101,028WITHHOLD: 90,752NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Joel Alsfine” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,525	57	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

5. Elect Director: Juanita T. James

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 18,565,534WITHHELD: 423,615

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Juanita T. James

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Juanita T. James”): 18,565,534 for, 423,615 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 9,074,238 for, 115,923 withheld, 1,619 abstained, 15,835 not voted.

FOR

FOR: 9,074,238ABSTAIN: 1,619WITHHOLD: 115,923NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Juanita T. James” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	2,312,809	0	0	For
BlackRock	1,837,505	0	0	For
Neuberger Berman	973,739	0	0	For
Dimensional	843,641	0	0	For
Capital Group	438,807	0	0	For
Fidelity	420,859	0	0	For
State Street	313,455	0	127	For
T. Rowe Price	165,300	0	83,037	Mixed
Charles Schwab	196,014	0	0	For
Invesco	128,729	0	0	For
Royce	104,681	0	0	For
TIAA	94,714	0	0	For
JPMorgan	87,788	0	0	For
Brighthouse	74,156	0	1,047	For
GLENMEDE FUND INC	73,192	0	0	For
Jackson National	66,457	0	0	For
Thrivent	64,148	0	0	For
Columbia Threadneedle	61,213	0	0	For
Equitable	56,190	0	0	For
Bridge Builder Trust	53,449	1,125	0	For
Goldman Sachs	45,425	0	0	For
AMERICAN BEACON FUNDS	41,893	0	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	0	For
BNY Mellon	34,902	0	0	For
Lincoln Financial	34,744	0	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

6. Elect Director: Maureen F. Morrison

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 18,855,061WITHHELD: 134,088

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Maureen F. Morrison

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Maureen F. Morrison”): 18,855,061 for, 134,088 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 95 asset managers below reported 9,100,534 for, 90,752 withheld, 494 abstained, 15,835 not voted.

FOR

FOR: 9,100,534ABSTAIN: 494WITHHOLD: 90,752NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Maureen F. Morrison” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,525	57	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

7. Elect Director: Philip F. Maritz

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 18,613,071WITHHELD: 376,078

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Philip F. Maritz

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Philip F. Maritz”): 18,613,071 for, 376,078 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 95 asset managers below reported 9,085,004 for, 105,651 withheld, 1,125 abstained, 15,835 not voted.

FOR

FOR: 9,085,004ABSTAIN: 1,125WITHHOLD: 105,651NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Philip F. Maritz” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Abstain	Withheld	Vote
Vanguard	2,312,809	0	0	For
BlackRock	1,837,505	0	0	For
Neuberger Berman	973,739	0	0	For
Dimensional	843,641	0	0	For
Capital Group	438,807	0	0	For
Fidelity	420,859	0	0	For
State Street	313,455	0	127	For
T. Rowe Price	165,300	0	83,037	Mixed
Charles Schwab	196,014	0	0	For
Invesco	128,729	0	0	For
Royce	104,681	0	0	For
TIAA	94,714	0	0	For
JPMorgan	87,788	0	0	For
Brighthouse	74,156	0	1,047	For
GLENMEDE FUND INC	73,192	0	0	For
Jackson National	66,457	0	0	For
Thrivent	64,148	0	0	For
Columbia Threadneedle	61,213	0	0	For
Equitable	56,190	0	0	For
Bridge Builder Trust	53,449	1,125	0	For
Goldman Sachs	45,425	0	0	For
AMERICAN BEACON FUNDS	41,893	0	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	0	For
BNY Mellon	34,902	0	0	For
Lincoln Financial	34,744	0	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

8. Elect Director: Thomas J. Reddin

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 18,701,448WITHHELD: 287,701

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: Thomas J. Reddin

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: Thomas J. Reddin”): 18,701,448 for, 287,701 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 95 asset managers below reported 9,097,813 for, 93,967 withheld, 15,835 not voted.

FOR

FOR: 9,097,813WITHHOLD: 93,967NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: Thomas J. Reddin” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,481	101	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

9. Elect Director: William D. Fay

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99.3% Majority: yes · of votes cast

FOR 99.3%

FOR: 18,858,669WITHHELD: 130,480

Details: description as filed, official tally, votes by 95 asset managers

Description as filed by funds: Election of Directors: William D. Fay

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“Elect Director: William D. Fay”): 18,858,669 for, 130,480 withheld, per its Form 8-K filed May 16, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.3% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 95 asset managers below reported 9,100,534 for, 90,752 withheld, 494 abstained, 15,835 not voted.

FOR

FOR: 9,100,534ABSTAIN: 494WITHHOLD: 90,752NOT VOTED: 15,835

Largest asset managers voting on “Election of Directors: William D. Fay” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,525	57	For
T. Rowe Price	165,300	83,037	Mixed
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,156	1,047	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

10. 2. Proposal to approve an advisory resolution on the compensation of the Company's named executive officers

Official result Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 8 wordings of this item as funds reported it.

99.2% Approved · of votes cast

FOR 99.2%

FOR: 18,833,316AGAINST: 149,610

Details: description as filed, official tally, votes by 326 asset managers

Description as filed by funds: Approval, on an advisory basis, of the compensation of our named executive officers.

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“2. Proposal to approve an advisory resolution on the compensation of the Company's named executive officers”): 18,833,316 for, 149,610 against — passed, per its Form 8-K filed May 16, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 The proposal to approve an advisory resolution on the compensation of the Company's named executive officers was approved based on the following votes:”
Support: 99.2% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 101 asset managers voting on “Approval, on an advisory basis, of the compensation of our named executive officers.” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Abstain	Vote
Vanguard	2,312,809	0	For
BlackRock	1,837,505	0	For
Neuberger Berman	973,739	0	For
Dimensional	843,641	0	For
Capital Group	438,807	0	For
Fidelity	420,859	0	For
State Street	313,582	0	For
T. Rowe Price	248,337	0	For
Charles Schwab	196,014	0	For
Invesco	128,729	0	For
Royce	104,681	0	For
TIAA	94,714	0	For
JPMorgan	87,788	0	For
Brighthouse	74,157	1,046	For
GLENMEDE FUND INC	73,192	0	For
Jackson National	66,457	0	For
Thrivent	64,148	0	For
Columbia Threadneedle	61,213	0	For
Equitable	56,190	0	For
Bridge Builder Trust	54,574	0	For
Goldman Sachs	45,425	0	For
AMERICAN BEACON FUNDS	41,893	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	For
BNY Mellon	34,902	0	For
Lincoln Financial	34,744	0	For

Fund voting reports, all 101 managers: 9,223,329 for, 2,033 against, 1,046 abstained, 15,835 not voted. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 254 asset managers voting on “Approval, on an advisory basis, of the compensation of our named executive officers.” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Against	Vote
ABRAMS CAPITAL MANAGEMENT, L.P.	2,108,540	0	For
Impactive Capital LP	2,017,402	0	For
Neuberger Berman	1,377,624	0	For
State Street	723,348	0	For
BlackRock	472,295	231	For
Capital Research Global Investors	438,807	0	For
GEODE CAPITAL MANAGEMENT, LLC	409,154	0	For
T. Rowe Price	384,061	0	For
EMINENCE CAPITAL, LP	258,115	0	For
Charles Schwab	208,678	0	For
SCHRODER INVESTMENT MANAGEMENT GROUP	178,815	0	For
SILVERCREST ASSET MANAGEMENT GROUP LLC	176,907	0	For
Northern Trust	143,294	15	For
Invesco	139,686	0	For
MELLON INVESTMENTS Corp	132,707	0	For
GW&K Investment Management, LLC	120,235	0	For
JPMorgan	114,990	0	For
Nuveen	114,814	0	For
PRINCIPAL GLOBAL INVESTORS	106,840	0	For
Channing Capital Management, LLC	102,862	0	For
MAGNOLIA GROUP, LLC	102,000	0	For
Dimensional	98,519	0	For
FRONTIER CAPITAL MANAGEMENT CO LLC	93,564	0	For
Bridgewater	74,300	0	For
NEW YORK STATE COMMON RETIREMENT FUND	70,967	0	For

Institutional-manager reports, all 254 managers: 11,577,083 for, 101,693 against, 1,200 abstained, 540 not voted, 22 unknown. Showing the 25 largest; see all in the interactive database.

11. 3. Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

99.5% Approved · of votes cast

FOR 99.5%

FOR: 19,463,132AGAINST: 97,574

Details: description as filed, official tally, votes by 101 asset managers

Description as filed by funds: Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the year ending December 31, 2024.

ASBURY AUTOMOTIVE GROUP INC.’s own tally for this item (“3. Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024”): 19,463,132 for, 97,574 against — passed, per its Form 8-K filed May 16, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 The proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024 was approved based on the following votes:”
Support: 99.5% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 101 asset managers below reported 9,202,259 for, 22,990 against, 1,046 abstained, 15,835 not voted.

FOR

FOR: 9,202,259AGAINST: 22,990ABSTAIN: 1,046NOT VOTED: 15,835

Largest asset managers voting on “Ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for ” at ASBURY AUTOMOTIVE GROUP INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	2,312,809	0	0	For
BlackRock	1,837,505	0	0	For
Neuberger Berman	973,739	0	0	For
Dimensional	843,641	0	0	For
Capital Group	438,807	0	0	For
Fidelity	420,859	0	0	For
State Street	313,556	26	0	For
T. Rowe Price	248,337	0	0	For
Charles Schwab	196,014	0	0	For
Invesco	128,729	0	0	For
Royce	104,681	0	0	For
TIAA	94,714	0	0	For
JPMorgan	87,788	0	0	For
Brighthouse	74,157	0	1,046	For
GLENMEDE FUND INC	73,192	0	0	For
Jackson National	66,457	0	0	For
Thrivent	64,148	0	0	For
Columbia Threadneedle	61,213	0	0	For
Equitable	56,190	0	0	For
Bridge Builder Trust	54,574	0	0	For
Goldman Sachs	45,425	0	0	For
AMERICAN BEACON FUNDS	41,893	0	0	For
QUANTITATIVE MASTER SERIES LLC	36,320	0	0	For
BNY Mellon	34,902	0	0	For
Lincoln Financial	34,744	0	0	For

Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.

Not shown here: this season’s fund filings also report 1 item from the meeting of May 13, 2025, which belongs to the 2024-2025 season. A meeting outside this season’s July 1 to June 30 window is not counted in this page’s items or in its totals of asset managers and fund votes.

Largest ASBURY AUTOMOTIVE GROUP INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 20,172,237 shares outstanding at the time of that meeting.

Fund voting reports: top ASBURY AUTOMOTIVE GROUP INC. shareholders by shares voted on “Approval, on an advisory basis, of the compensation of our named executive officers.”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	11.47%
2	BlackRock	9.11%
3	Neuberger Berman	4.83%
4	Dimensional	4.18%
5	Capital Group	2.18%
6	Fidelity	2.09%
7	State Street	1.55%
8	T. Rowe Price	1.23%
9	Charles Schwab	0.97%
10	Invesco	0.64%

Institutional-manager reports: top ASBURY AUTOMOTIVE GROUP INC. shareholders by shares voted on “Approval, on an advisory basis, of the compensation of our named executive officers.”, 2023-2024
#	Asset manager	% of shares outstanding
1	ABRAMS CAPITAL MANAGEMENT, L.P.	10.45%
2	Impactive Capital LP	10.00%
3	Neuberger Berman	6.83%
4	State Street	3.59%
5	BlackRock	2.34%
6	Capital Research Global Investors	2.18%
7	GEODE CAPITAL MANAGEMENT, LLC	2.03%
8	T. Rowe Price	1.90%
9	EMINENCE CAPITAL, LP	1.28%
10	Charles Schwab	1.04%

Reported ASBURY AUTOMOTIVE GROUP INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

ASBURY AUTOMOTIVE GROUP INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock	14.42%	13F
Impactive Capital LP, Lauren Taylor Wolfe, and Christian Asmar	10.92%	DEF14A
Vanguard Group	10.74%	13F
Abrams Capital Management, LP	10.49%	DEF14A
Neuberger Berman Group LLC	7.10%	DEF14A
Dimensional Fund Advisors	4.89%	13F
State Street	4.12%	13F
Geode Capital	2.28%	13F
Norges Bank	1.52%	13F
Northern Trust	1.08%	13F

Percentages above are of 20,172,237 shares outstanding, as reported by ASBURY AUTOMOTIVE GROUP INC. on its Form 10-Q dated April 24, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from ASBURY AUTOMOTIVE GROUP INC.’s 10-Q dated April 24, 2024. This page is a static snapshot rebuilt weekly on October 14, 2026; a live search always shows the current data.

At ASBURY AUTOMOTIVE GROUP INC.'s shareholder meeting held May 14, 2024, in the 2023-2024 proxy season, 326 asset managers reported how they voted on 11 ballot items in their SEC Form N-PX filings, covering 4,067 separate fund positions. On the most widely held item on that ballot — Approval, on an advisory basis, of the compensation of our named executive officers. — ASBURY AUTOMOTIVE GROUP INC.'s filing reports the proposal as approved, with 99.2% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: ASBURY AUTOMOTIVE GROUP INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 16, 2024.

ASBURY AUTOMOTIVE GROUP INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.