Source-grounded facts extracted from GROUP 1 AUTOMOTIVE INC's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
GROUP 1 AUTOMOTIVE INC shareholders rejected Shareholder proposal to give shareholders ability to call for special shareholder meeting at the 2026-05-12 meeting.
“Proposal 5: The shareholder proposal to give shareholders an ability to call for a special shareholder meeting was not approved based on the following votes: For Against Abstain Broker Non-Votes 2,515,546 7,417,450 8,241 945,696”
GROUP 1 AUTOMOTIVE INC shareholders approved Amendment to Certificate of Incorporation to enable adoption of shareholder right to call special meeting at the 2026-05-12 meeting.
“Proposal 4: The proposal to approve an amendment to the Company’s Certificate of Incorporation to enable the adoption of a shareholder right to call a special meeting of shareholders was approved based upon the following votes: For Against Abstain Broker Non-Votes 9,364,373 82,757 494,107 945,696”
GROUP 1 AUTOMOTIVE INC shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-05-12 meeting.
“Proposal 3: The ratification of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, was approved, based upon the following votes: For Against Abstain 10,867,554 14,247 5,132”
GROUP 1 AUTOMOTIVE INC shareholders approved Advisory vote to approve compensation of Named Executive Officers at the 2026-05-12 meeting.
“Proposal 2: The compensation of the Company’s Named Executive Officers was approved, on a non-binding advisory basis, based upon the following votes: For Against Abstain Broker Non-Votes 9,687,409 250,659 3,169 945,696”
GROUP 1 AUTOMOTIVE INC shareholders approved Election of nine director nominees at the 2026-05-12 meeting.
“Proposal 1: The nine director nominees named in the Proxy Statement were elected as directors to serve until the 2027 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes: Nominee For Against Abstain Broker Non-Votes Carin M. Barth 9,887,545 48,800 4,892 945,696 Daryl A. Kenningham 9,907,872 30,855 2,510 945,696 Steven C. Mizell 9,887,734 48,899 4,604 945,696 Lincoln Pereira Filho 9,903,278 35,018 2,941 945,696 Stephen D. Quinn 9,781,092 157,391 2,754 945,696 Steven P. Stanbrook 9,891,481 46,918 2,838 945,696 Charles L. Szews 9,832,214 106,166 2,857 945,696 Anne Taylor 9,813,830 124,087 3,320 945,696 MaryAnn Wright 9,807,713 130,727 2,797 945,696”
GROUP 1 AUTOMOTIVE INC: Bylaws amended to adopt the Sixth Amended and Restated Bylaws, setting forth procedures for stockholder-called special meetings and incorporating ministerial, clarifying, and conforming changes (effective 2026-05-13).
“In connection with the adoption of the Fifth A&R Certificate, the Board of Directors approved corresponding amendments to the Company’s bylaws, and the Company adopted the Sixth Amended and Restated Bylaws (as amended, the “Sixth A&R Bylaws”) to set forth the procedures applicable to stockholder–called special meetings.”
GROUP 1 AUTOMOTIVE INC: Stockholders approved an amendment to the Certificate of Incorporation to allow shareholders holding at least 25% of outstanding common stock to call a special meeting, replacing the prior requirement that only a majority of directors or the Board could call such meetings (effective 2026-05-13).
“The Fifth A&R Certificate amends Article FIFTH of the Company’s Certificate of Incorporation to permit stockholders holding at least 25% of the then outstanding shares of the Company’s common stock to call a special meeting of stockholders, subject to the information, procedural and other requirements set forth in the Company’s bylaws.”
GROUP 1 AUTOMOTIVE INC reported financial results for the three months ended March 31, 2026.
“On April 30, 2026, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months ended March 31, 2026.”
GROUP 1 AUTOMOTIVE INC: Eliminated the supermajority vote requirement (80%) to amend or repeal certain bylaw articles regarding director number, term, vacancies, and removal; changed to a majority vote (effective 2025-05-13).
“The Fifth Amended and Restated Bylaws, among other things, eliminate the requirement that at least 80% of the voting power of the then-outstanding capital stock of the Company entitled to vote, voting together as a single class, is required to amend or repeal Sections 1, 3 or 4 of Article III of the Bylaws.”
GROUP 1 AUTOMOTIVE INC: The Company amended its certificate of incorporation to eliminate supermajority vote requirements, replacing the 80% voting power threshold with a majority vote standard for amending certain provisions (effective 2025-05-13).
“The Fourth Amended and Restated Certificate of Incorporation, among other things, eliminates the requirement that at least 80% of the voting power of the then-outstanding capital stock of the Company entitled to vote, voting together as a single class, is required to amend or repeal certain provisions of the Certificate of Incorporation, including Articles FIFTH and SEVENTH of the Certificate of Incorporation.”
Michael D. Jones departed as Senior Vice President – Aftersales at GROUP 1 AUTOMOTIVE INC.
“On February 26, 2025, Group 1 Automotive, Inc., a Delaware corporation (the “Company”), announced that Michael D. Jones, Senior Vice President – Aftersales, notified the Company that he will retire from his officer position effective September 1, 2025 (the “Transition Date”).”
GROUP 1 AUTOMOTIVE INC shareholders approved Approval of 2024 Plan including authorization of 700,000 shares and term extension at the 2024-05-15 meeting.
“Proposal 5: The 2024 Plan was approved, including the authorization of 700,000 shares to be used for awards and the extension of the term thereof to May 15, 2034, based on the following votes:”
GROUP 1 AUTOMOTIVE INC shareholders approved Approval of 2024 ESPP including share increase and term extension at the 2024-05-15 meeting.
“Proposal 4: The 2024 ESPP was approved, including the increase to the number of shares available for issuance under the 2024 ESPP and extension of the term thereof to May 24, 2034, based on the following votes:”
GROUP 1 AUTOMOTIVE INC shareholders approved Ratification of Deloitte & Touche LLP as independent auditor at the 2024-05-15 meeting.
“Proposal 3: The ratification of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, was approved, based upon the following votes:”
GROUP 1 AUTOMOTIVE INC shareholders approved Advisory vote on compensation of Named Executive Officers at the 2024-05-15 meeting.
“Proposal 2: The compensation of the Company’s Named Executive Officers was approved, on a non-binding advisory basis, based upon the following votes:”
GROUP 1 AUTOMOTIVE INC shareholders approved Election of nine director nominees at the 2024-05-15 meeting.
“Proposal 1: The nine director nominees named in the Proxy Statement were elected as directors to serve until the 2025 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:”
GROUP 1 AUTOMOTIVE INC amended revolving credit of $500.0 million increase, aggregate maximum borrowing amount of $2.5 billion as of the Closing Date and a total Credit Fa with Group 1 Automotive, Inc. and certain subsidiaries.
“Effective April 30, 2024 (the “Closing Date”), Group 1 Automotive, Inc. (the “Company”) and certain subsidiaries of the Company entered into an amendment (together with certain commitment increase agreements entered into in connection therewith, collectively, the “Increase Documents”) to the Company’s existing twelfth amended and restated revolving credit agreement (the “Credit Agreement” and the revolving credit facility established thereby, the “Credit Facility”), which Increase Documents increased the total commitments under the Credit Facility by $500.0 million and allow for future increases of up to an additional $500.0 million, for an aggregate maximum borrowing amount of $2.5 billion as of the Closing Date and a total Credit Facility size of up to $3.0 billion.”
GROUP 1 AUTOMOTIVE INC amended Increase Documents with certain subsidiaries valued at $500.0 million (effective 2024-04-30).
“Group 1 Automotive, Inc. (the “Company”) and certain subsidiaries of the Company entered into an amendment (together with certain commitment increase agreements entered into in connection therewith, collectively, the “Increase Documents”) to the Company’s existing twelfth amended and restated revolving credit agreement (the “Credit Agreement” and the revolving credit facility established thereby, the “Credit Facility”), which Increase Documents increased the total commitments under the Credit Facility by $500.0 million”
GROUP 1 AUTOMOTIVE INC reported the first quarter of 2024 results: revenue $4.5 billion, net income $147.4 million, EPS $10.76.
“Group 1 Automotive Reports First Quarter 2024 Financial Results • Current quarter diluted earnings per common share from continuing operations of $10.76 and current quarter adjusted diluted earnings per common share from continuing operations (a non-GAAP measure) of $9.49 • Total revenues of $4.5 billion”
GROUP 1 AUTOMOTIVE INC amended credit facility of increasing the maximum amount of floorplan financing indebtedness that may be incurred under the GM Floorplan Facility f with AmeriCredit Financial Services, Inc., doing business as GM Financial.
“Effective March 25, 2024, twelve additional subsidiaries of the Company, BOB HOWARD AUTOMOTIVE-EAST, INC., BOB HOWARD CHEVROLET, INC., GPI FL-G, LLC, GPI GA-CGM, LLC, GPI MA-GM, INC., GPI NY-GMII, LLC, GPI TX-EPGM, INC., GPI TX-HGMII, INC., GPI TX-HGMIV, INC., HOWARD-GM, INC., LUBBOCK MOTORS-GM, INC. and MAXWELL-GMII, INC., entered into an Additional Borrower Addendum to Master Loan Agreement (the “ Addendum ” ) joining the GM Floorplan Facility as additional borrowers and increasing the maximum amount of floorplan financing indebtedness that may be incurred under the GM Floorplan Facility from $84.5 million to $338.1 million.”
GROUP 1 AUTOMOTIVE INC amended Additional Borrower Addendum to Master Loan Agreement with AmeriCredit Financial Services, Inc., doing business as GM Financial (effective 2024-03-25).
“Effective March 25, 2024, twelve additional subsidiaries of the Company, BOB HOWARD AUTOMOTIVE-EAST, INC., BOB HOWARD CHEVROLET, INC., GPI FL-G, LLC, GPI GA-CGM, LLC, GPI MA-GM, INC., GPI NY-GMII, LLC, GPI TX-EPGM, INC., GPI TX-HGMII, INC., GPI TX-HGMIV, INC., HOWARD-GM, INC., LUBBOCK MOTORS-GM, INC. and MAXWELL-GMII, INC., entered into an Additional Borrower Addendum to Master Loan Agreement (the “ Addendum ” ) joining the GM Floorplan Facility as additional borrowers and increasing the maximum amount of floorplan financing indebtedness that may be incurred under the GM Floorplan Facility from $84.5 million to $338.1 million.”
GROUP 1 AUTOMOTIVE INC incurred credit facility of $250 million with Wells Fargo Bank, National Association at Term SOFR plus 175 basis points maturing March 1, 2031.
“with Wells Fargo Bank, National Association, as lender (the “Lender”), providing term loans on a periodic basis to the Borrowers in a principal amount equaling the lesser of (A) $250 million and (B) 80% of the sum of the value of all mortgaged properties (the “Properties”), calculated for each Property as the lesser of (i) appraised value and (ii) the cost of such”
GROUP 1 AUTOMOTIVE INC entered into Credit Agreement with Wells Fargo Bank, National Association valued at $250 million (effective 2024-02-12).
“entered into a master credit agreement (the “Credit Agreement”) with Wells Fargo Bank, National Association, as lender (the “Lender”), providing term loans on a periodic basis to the Borrowers in a principal amount equaling the lesser of (A) $250 million”
GROUP 1 AUTOMOTIVE INC reported financial results for the three months and year ended December 31, 2023.
“On January 31, 2024, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months and year ended December 31, 2023.”
GROUP 1 AUTOMOTIVE INC incurred credit facility of $84,500,000 with AmeriCredit Financial Services, Inc., doing business as GM Financial at prime rate minus 100 basis points.
“brand, use or other criteria). As of the Closing Date, the aggregate maximum amount of floorplan financing indebtedness that may be incurred under the GM Floorplan Facility is $84,500,000. Interest on the advances under the GM Floorplan Facility accrues at the prime rate minus 100 basis points. The GM Floorplan Facility is secured by, among other things, new motor”
GROUP 1 AUTOMOTIVE INC entered into GM Floorplan Facility with AmeriCredit Financial Services, Inc. valued at $84,500,000 (effective 2023-12-08).
“Effective December 8, 2023 (the "Closing Date"), GPI TX-G, Inc., GPI TX-GII, Inc. and GPI TX-GIII, Inc. (collectively, the "Closing Date Borrowers"), each a subsidiary of Group 1 Automotive, Inc. (the "Company"), entered into a master loan agreement and addendum to master loan agreement (collectively, the "GM Floorplan Facility") with AmeriCredit Financial Services, Inc., doing business as GM Financial, as lender (the "Lender"), providing a discretionary floorplan credit facility for new motor vehicles, demonstrator vehicles and courtesy vehicles manufactured by divisions of General Motors Corporation ("GM").”
GROUP 1 AUTOMOTIVE INC reported financial results for the three and nine months ended September 30, 2023.
“On October 25, 2023, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three and nine months ended September 30, 2023.”
GROUP 1 AUTOMOTIVE INC: Adoption of Fourth Amended and Restated Bylaws addressing universal proxy rules, meeting adjournment mechanics, director removal, and exclusive forum provision (effective 2023-02-15).
“On February 15, 2023, the Board of Directors (the “Board”) of Group 1 Automotive, Inc. (the “Company”) approved and adopted amended and restated bylaws (the “Fourth Amended and Restated Bylaws”), which became effective the same day. Among other things, the amendments effected by the Fourth Amended and Restated Bylaws: (1) addresses the universal proxy rules”
GROUP 1 AUTOMOTIVE INC reported financial results for the three and six months ended June 30, 2023.
“Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three and six months ended June 30, 2023.”
GROUP 1 AUTOMOTIVE INC: Stockholders approved an amendment and restatement of the Amended and Restated Certificate of Incorporation to eliminate officer liability for monetary damages for breach of fiduciary duty and to allow removal of directors with or without cause by majority vote (effective 2023-05-18).
“The Second Amended and Restated Certificate of Incorporation was filed with the office of the Secretary of State of Delaware on May 18, 2023 and became effective upon filing.”
GROUP 1 AUTOMOTIVE INC shareholders approved Amendment to Certificate of Incorporation to allow stockholders to remove directors with or without cause by majority vote at the 2023-05-17 meeting.
“Proposal 6 The proposal to approve an amendment to the Amended and Restated Certificate of Incorporation to allow stockholders to remove directors of the Company with or without cause by majority vote of the stockholders was approved based on the following votes: For Against Abstain Broker Non-Votes 12,247,497 9,004 4,210 1,027,382”
GROUP 1 AUTOMOTIVE INC shareholders approved Amendment to Certificate of Incorporation to eliminate personal liability of officers for monetary damages for breach of fiduciary duty at the 2023-05-17 meeting.
“Proposal 5 The proposal to approve an amendment to the Amended and Restated Certificate of Incorporation to eliminate personal liability of officers of the Company for monetary damages for breach of fiduciary duty as an officer of the Company, except to the extent such elimination is not permitted by Delaware General Corporation Law was approved based on the following votes: For Against Abstain Broker Non-Votes 10,834,908 1,354,550 71,253 1,027,382”
GROUP 1 AUTOMOTIVE INC shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm at the 2023-05-17 meeting.
“Proposal 4 The ratification of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023 was approved, based upon the following votes: For Against Abstain 13,250,994 31,882 5,217”
GROUP 1 AUTOMOTIVE INC shareholders approved Advisory vote on frequency of say-on-pay votes at the 2023-05-17 meeting.
“Proposal 3 An annual advisory vote on the Company’s Named Executive Officer compensation was approved, on a non-binding advisory basis, based upon the following votes: 1 Year 2 Years 3 Years Abstain 11,121,921 4,606 1,128,265 5,919”
GROUP 1 AUTOMOTIVE INC shareholders approved Advisory vote on compensation of Named Executive Officers at the 2023-05-17 meeting.
“Proposal 2 The compensation of the Company’s Named Executive Officers was approved, on a non-binding advisory basis, based upon the following votes: For Against Abstain Broker Non-Votes 11,971,332 271,761 17,618 1,027,382”
GROUP 1 AUTOMOTIVE INC shareholders approved Election of nine director nominees at the 2023-05-17 meeting.
“The Annual Meeting was held on May 17, 2023. At the Annual Meeting, the stockholders voted on the following six proposals and cast their votes as set forth below. Proposal 1 The nine director nominees named in the Company’s Proxy Statement were elected as directors to serve until the 2024 Annual Meeting of Stockholders or until their successors are duly elected and qualified, based upon the following votes:”
GROUP 1 AUTOMOTIVE INC reported financial results for three months ended March 31, 2023.
“On April 26, 2023, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months ended March 31, 2023.”
GROUP 1 AUTOMOTIVE INC reported financial results for the year ended December 31, 2022.
“On January 25, 2023, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months and year ended December 31, 2022.”
GROUP 1 AUTOMOTIVE INC reported financial results for the three months ended December 31, 2022.
“On January 25, 2023, Group 1 Automotive, Inc., a Delaware corporation, issued a press release announcing its financial results for the three months and year ended December 31, 2022.”
Frank Grese departed as Senior Vice President, Training, Operations Support & Employee Communications at GROUP 1 AUTOMOTIVE INC.
“On October 27, 2022, Frank Grese, Senior Vice President, Training, Operations Support & Employee Communications of Group 1 Automotive, Inc. (the “ Company ”), notified the Board of Directors of the Company that he will retire from all officer positions and as an employee at the Company and its subsidiaries effective December 31, 2022”
Daryl Kenningham was appointed as Director at GROUP 1 AUTOMOTIVE INC.
“Mr. Kenningham was appointed to the position of President and Chief Operating Officer and as a member of the Board, effective immediately.”
Daryl Kenningham was appointed as Chief Executive Officer at GROUP 1 AUTOMOTIVE INC.
“The Board has appointed Mr. Daryl Kenningham to succeed Mr. Hesterberg in the role of CEO, effective January 1, 2023.”
Daryl Kenningham was appointed as President and Chief Operating Officer at GROUP 1 AUTOMOTIVE INC.
“Mr. Kenningham was appointed to the position of President and Chief Operating Officer and as a member of the Board, effective immediately.”
Earl J. Hesterberg retired as Chief Executive Officer at GROUP 1 AUTOMOTIVE INC.
“would retire from the position of CEO and as a member of the Board effective as of December 31, 2022.”
Earl J. Hesterberg resigned as President at GROUP 1 AUTOMOTIVE INC.
“would resign from the position of President immediately”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.