Asbury Automotive Group Inc Contracts & Agreements

Purchase and Sale Agreement, dated September 7, 2023, by and among Asbury Automotive Group, L.L.C. and the Sellers (as defined therein) (Filed With SEC on September 8, 2023)

Letter Agreement between Asbury Automotive Group, Inc. and Nathan Briesemeister, dated as of October 10, 2022 (Filed With SEC on November 7, 2022)

Third Amendment to the Credit Agreement, dated as of May 25, 2022, among Asbury Automotive Group, Inc., as borrower, certain of subsidiaries of Asbury Automotive Group, Inc. and... (Filed With SEC on July 28, 2022)

Second Supplemental Indenture relating to the Senior Notes due 2028, dated as of December 23, 2021, among the guaranteeing subsidiaries listed thereto, Asbury Automotive Group,... (Filed With SEC on March 1, 2022)

Second Supplemental Indenture relating to the Senior Notes due 2030, dated as of December 23, 2021, among the guaranteeing subsidiaries listed thereto, Asbury Automotive Group,... (Filed With SEC on March 1, 2022)

First Supplemental Indenture relating to the Senior Notes due 2029, dated as of December 23, 2021, among the guaranteeing subsidiaries listed thereto, Asbury Automotive Group,... (Filed With SEC on March 1, 2022)

First Supplemental Indenture relating to the Senior Notes due 2032, dated as of December 23, 2021, among the guaranteeing subsidiaries listed thereto, Asbury Automotive Group,... (Filed With SEC on March 1, 2022)

Indenture relating to the 2029 Notes, dated as of November 19, 2021, among the Company, each of the guarantors named therein and U.S. Bank National Association, as Trustee (Filed With SEC on November 19, 2021)

Indenture relating to the 2032 Notes, dated as of November 19, 2021, among the Company, each of the guarantors named therein and U.S. Bank National Association, as Trustee (Filed With SEC on November 19, 2021)

Form of 4.625% Senior Note due 2029 (included as Exhibit A to the Indenture filed as Exhibit 4.1 hereto) (Filed With SEC on November 19, 2021)

Form of 5.000% Senior Note due 2032 (included as Exhibit A to the Indenture filed as Exhibit 4.2 hereto) (Filed With SEC on November 19, 2021)

Underwriting Agreement, dated November 2, 2021, among the Company and J.P. Morgan Securities LLC and BofA Securities, Inc., acting as representatives of the several underwriters... (Filed With SEC on November 5, 2021)

Separation Agreement and General Release between Asbury Automotive Group, Inc. and Patrick J. Guido, dated June 25, 2021 (Filed With SEC on July 28, 2021)

Letter Agreement between Asbury Automotive Group, Inc. and Michael Welch, dated as of June 14, 2021 (Filed With SEC on July 6, 2021)

Description of Registrant's Securities (Filed With SEC on March 1, 2021)

Severance Pay Agreement for Key Employee between Asbury Automotive Group, Inc. and Patrick J. Guido, dated as of May 11, 2020 (Filed With SEC on March 1, 2021)

Form of Equity Award Agreement under the 2019 Equity and Incentive Plan (Filed With SEC on March 1, 2021)

Second Amendment to the Third Amended and Restated Credit Agreement, dated August 10, 2020, among Asbury Automotive Group, Inc., as a borrower, certain of its subsidiaries, as... (Filed With SEC on November 3, 2020)

Officers Certificate of Asbury Automotive Group, Inc. pursuant to the 2028 Notes Indenture, dated September 16, 2020 (Filed With SEC on September 16, 2020)

Officers Certificate of Asbury Automotive Group, Inc. pursuant to the 2030 Notes Indenture, dated September 16, 2020 (Filed With SEC on September 16, 2020)

Registration Rights Agreement relating to the 2028 Notes, dated September 16, 2020, among Asbury Automotive Group, Inc., the guarantors party thereto and BofA Securities, Inc., as... (Filed With SEC on September 16, 2020)

Registration Rights Agreement relating to the 2030 Notes, dated September 16, 2020, among Asbury Automotive Group, Inc., the guarantors party thereto and BofA Securities, Inc., as... (Filed With SEC on September 16, 2020)

Second Amendment to Employment Agreement, dated as of June 5, 2020, between Asbury Automotive Group, Inc. and David W. Hult (Filed With SEC on June 5, 2020)

Letter Agreement between Asbury Automotive Group, Inc. and Patrick Guido, dated as of April 13, 2020 (Filed With SEC on April 17, 2020)

Registration Rights Agreement relating to the 2028 Notes, dated February 19, 2020, among Asbury Automotive Group, Inc., the guarantors party thereto and BofA Securities, Inc.,... (Filed With SEC on February 20, 2020)

Registration Rights Agreement relating to the 2030 Notes, dated February 19, 2020, among Asbury Automotive Group, Inc., the guarantors party thereto and BofA Securities, Inc.,... (Filed With SEC on February 20, 2020)

Indenture relating to the 2028 Notes, dated as of February 19, 2020, among the Company, each of the guarantors named therein and U.S. Bank National Association, as Trustee (Filed With SEC on February 20, 2020)

Indenture relating to the 2030 Notes, dated as of February 19, 2020, among the Company, each of the guarantors named therein and U.S. Bank National Association, as Trustee (Filed With SEC on February 20, 2020)

First Amendment to the Third Amended and Restated Credit Agreement, dated January 31, 2020, among Asbury Automotive Group, Inc., as a borrower, certain of its subsidiaries, as... (Filed With SEC on February 3, 2020)

Eighth Supplemental Indenture, dated as of August 14, 2019, among Asbury IN TOY, LLC, Asbury Automotive Group, Inc., and U.S. Bank National Association, as Trustee (Filed With SEC on October 30, 2019)

Form of Equity Award Agreement for awards made under the 2019 Equity and Incentive Compensation Plan (Filed With SEC on October 30, 2019)

First Amendment to Credit Agreement, dated as of June 7, 2019, effective May 1, 2019, among Asbury Automotive Group, Inc., certain subsidiaries of Asbury Automotive Group, Inc.... (Filed With SEC on July 31, 2019)

Second Amendment to Credit Agreement, dated June 7, 2019, effective May 1, 2019, among Asbury Automotive Group, Inc., certain subsidiaries of Asbury Automotive Group, Inc. and... (Filed With SEC on July 31, 2019)

Seventh Supplemental Indenture, dated as of March 25, 2019, among Asbury IN CBG, LLC, Asbury IN CDJ, LLC, Asbury Indy Chev, LLC, Asbury IN Ford, LLC, Asbury Automotive Group,... (Filed With SEC on May 8, 2019)

Master Loan Agreement, dated as of November 16, 2018, by and among certain subsidiaries of Asbury Automotive Group, Inc. and Wells Fargo Bank, National Association (Filed With SEC on February 28, 2019)

Unconditional Guaranty, dated as of November 16, 2018, between Asbury Automotive Group, Inc. and Wells Fargo Bank, National Association (Filed With SEC on February 28, 2019)

Credit Agreement, dated as of November 13, 2018, among Asbury Automotive Group, Inc., certain subsidiaries of Asbury Automotive Group, Inc. and Bank of America, N.A (Filed With SEC on February 28, 2019)

Sixth Supplemental Indenture, dated as of May 30, 2018, among Asbury Atlanta CHEV, LLC, Asbury Georgia TOY, LLC, Asbury Automotive Group, Inc., and U.S.Bank National Association,... (Filed With SEC on July 25, 2018)

Amendment No.1 to Amended and Restated Asbury Automotive Group, Inc. Key Executive Incentive Compensation Plan (Filed With SEC on April 26, 2018)

Fifth Supplemental Indenture, dated as of February 5, 2018, among Asbury Automotive Group, Inc., Asbury IN Chev, LLC, and U.S.Bank National Association, as Trustee (Filed With SEC on February 27, 2018)

Severance Pay Agreement for Key Employee between Asbury Automotive Group, Inc. and John Hartman dated January 4, 2018 (Filed With SEC on February 27, 2018)

Severance Pay Agreement for Key Employee between Asbury Automotive Group, Inc. and George C. Karolis dated July 18, 2005 (Filed With SEC on February 27, 2018)

Asbury Automotive Group, Inc. Deferred Compensation Plan (Filed With SEC on October 23, 2017)

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (Filed With SEC on August 22, 2017)

TRANSITION AND SEPARATION AGREEMENT (Filed With SEC on August 22, 2017)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on July 26, 2017)

AMENDED AND RESTATED SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on February 23, 2017)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on February 23, 2017)

FIRST AMENDMENT TO ASBURY AUTOMOTIVE GROUP, INC. 2012 EQUITY INCENTIVE PLAN (Filed With SEC on January 27, 2017)

[Signature pageto Supplemental Indenture] (Filed With SEC on October 28, 2015)

REGISTRATION RIGHTS AGREEMENT by and among AsburyAutomotive Group, Inc., the Guarantors party hereto and J.P. Morgan SecuritiesLLC Merrill Lynch, Pierce, Fenner & Smith... (Filed With SEC on October 28, 2015)

AMENDED AND RESTATED MASTER LOANAGREEMENT (Filed With SEC on February 4, 2015)

SECOND AMENDED AND RESTATED UNCONDITIONAL GUARANTY (Filed With SEC on February 4, 2015)

ASBURYAUTOMOTIVE GROUP, INC. and each of the Guarantors named herein 6.0% SENIOR SUBORDINATED NOTES DUE 2024 INDENTURE Dated as of December 4, 2014 U.S. BANKNATIONAL ASSOCIATION... (Filed With SEC on December 4, 2014)

REGISTRATIONRIGHTS AGREEMENT by and among Asbury Automotive Group, Inc., the Guarantors party hereto and Merrill Lynch, Pierce,Fenner & Smith Incorporated J.P. Morgan Securities... (Filed With SEC on December 4, 2014)

SEVENTH SUPPLEMENTAL INDENTURE (Filed With SEC on December 4, 2014)

AMENDMENT NO. 3 TO CREDIT AGREEMENT (Filed With SEC on December 4, 2014)

EMPLOYMENT AGREEMENT (Filed With SEC on October 23, 2014)

AMENDMENT NO. 2 TO CREDIT AGREEMENT (Filed With SEC on October 22, 2014)

SEPARATION AGREEMENT AND GENERAL RELEASE (Filed With SEC on July 23, 2014)

AMENDMENT NO. 1 TO CREDIT AGREEMENT (Filed With SEC on July 23, 2014)

GENERAL PROVISIONS (Filed With SEC on February 25, 2014)

SEPARATION AGREEMENT (Filed With SEC on February 25, 2014)

CREDIT AGREEMENT Dated asof September 26, 2013 among ASBURY AUTOMOTIVE GROUP, INC., as the Company, CERTAIN OF ITSSUBSIDIARIES, as Borrowers, and BANK OF AMERICA, N.A., as Lender... (Filed With SEC on September 30, 2013)

[Signature page to Supplemental Indenture] (Filed With SEC on June 20, 2013)

REGISTRATION RIGHTS AGREEMENT by and among Asbury Automotive Group, Inc., the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities... (Filed With SEC on June 20, 2013)

GENERAL PROVISIONS (Filed With SEC on February 21, 2013)

ASBURY AUTOMOTIVE GROUP, INC. 2012 EQUITY INCENTIVE PLAN AWARD AGREEMENT (Filed With SEC on February 21, 2013)

ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN AWARD AGREEMENT (Filed With SEC on April 26, 2012)

First Amendment to Amended and Restated Employment Agreement (Filed With SEC on March 8, 2012)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on February 22, 2012)

Amended and Restated 2002 Equity Incentive Plan of Asbury Automotive Group, Inc. As Amended and Restated Effective as of February 8, 2012 (Filed With SEC on February 14, 2012)

ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN FORM OF RESTRICTED SHARE AWARD AGREEMENT (RATABLE VESTING) (Filed With SEC on February 14, 2012)

ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN PERFORMANCE SHARE UNIT AWARD AGREEMENT (Filed With SEC on February 14, 2012)

Transition Agreement (Filed With SEC on August 26, 2011)

/s/Scott KrenzJune 21, 2011SignatureDate (Filed With SEC on June 22, 2011)

Signature Date/s/ Joseph G. Parham, Jr. April 22, 2010 GENERAL PROVISIONS (Filed With SEC on February 28, 2011)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on February 28, 2011)

LEASE JEFFREY I. WOOLEY as “Landlord” and ASBURY AUTOMOTIVE TAMPA, L.P., a Delaware limited partnership as “Tenant” Demised Premises: Courtesy Toyota of Brandon 9210 Adamo... (Filed With SEC on February 28, 2011)

AMENDMENT NO. 2 TO CREDIT AGREEMENT (Filed With SEC on February 28, 2011)

MODIFICATION NUMBER THREE TO MASTER LOAN AGREEMENT (Filed With SEC on February 28, 2011)

MODIFICATION NUMBER FOUR TO MASTER LOAN AGREEMENT (Filed With SEC on February 28, 2011)

MODIFICATION NUMBER FIVE TO MASTER LOAN AGREEMENT (Filed With SEC on February 28, 2011)

MODIFICATION NUMBER ONE TO AMENDED AND RESTATED UNCONDITIONAL GUARANTY AND REAFFIRMATION OF AMENDED AND RESTATED UNCONDITIONAL GUARANTY (Filed With SEC on February 28, 2011)

SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on February 10, 2011)

EMPLOYMENT AGREEMENT (Filed With SEC on February 10, 2011)

AGREEMENT OF PURCHASE AND SALE (Hillsborough Avenue, Tampa, FL) (Filed With SEC on December 20, 2010)

LEASE JEFFREY I. WOOLEY as “Landlord” and ASBURY AUTOMOTIVE TAMPA, L.P., a Delaware limited partnership as “Tenant” Demised Premises: Courtesy Toyota of Brandon 9210 Adamo... (Filed With SEC on December 20, 2010)

ASBURY AUTOMOTIVE GROUP, INC. and each of the Guarantors named herein 8.375% SENIOR SUBORDINATED NOTES DUE 2020 INDENTURE Dated as of November 16, 2010 THE BANK OF NEW YORK MELLON... (Filed With SEC on November 18, 2010)

REGISTRATION RIGHTS AGREEMENT by and among Asbury Automotive Group, Inc., the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities... (Filed With SEC on November 18, 2010)

FOURTH SUPPLEMENTAL INDENTURE (Filed With SEC on November 18, 2010)

EIGHTH SUPPLEMENTAL INDENTURE (Filed With SEC on November 18, 2010)

EMPLOYMENT AGREEMENT (Filed With SEC on June 30, 2010)

FIRST AMENDMENT TO THE ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN (Filed With SEC on April 30, 2010)

Amended and Restated 2002 Equity Incentive Plan of AsburyAutomotive Group, Inc. As Amended and Restated Effective February 17, 2010 (Filed With SEC on April 30, 2010)

ASBURY AUTOMOTIVE GROUP, INC. 2002 EQUITY INCENTIVE PLAN PERFORMANCE SHARE UNIT AWARD AGREEMENT (Filed With SEC on April 30, 2010)

ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN RESTRICTED SHARE AWARD AGREEMENT (Filed With SEC on April 30, 2010)

ASBURY AUTOMOTIVE GROUP, INC. AMENDED AND RESTATED 2002 EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT GRANT NOTICE (Filed With SEC on April 30, 2010)

DIRECTOR AND OFFICER INDEMNIFICATION AGREEMENT (Filed With SEC on April 30, 2010)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on March 25, 2010)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on March 1, 2010)

AMENDMENT NO. 1 TO CREDIT AGREEMENT (Filed With SEC on July 24, 2009)

MODIFICATION NUMBER TWO TO MASTER LOAN AGREEMENT (Filed With SEC on May 12, 2009)

MODIFICATION NUMBER ONE TO UNCONDITIONAL GUARANTY (Filed With SEC on May 12, 2009)

Amended and Restated 2002 Equity Incentive Plan of (Filed With SEC on May 4, 2009)

AMENDED AND RESTATED ASBURY AUTOMOTIVE GROUP, INC. KEY EXECUTIVE INCENTIVE COMPENSATIONPLAN (Effective January 1, 2004, Amended and Restated as of March 25, 2009) (Filed With SEC on May 4, 2009)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on May 4, 2009)

GENERAL PROVISIONS (Filed With SEC on May 4, 2009)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on May 4, 2009)

AMENDED EMPLOYMENT AGREEMENT (Filed With SEC on March 31, 2009)

ASBURY AUTOMOTIVE GROUP, INC. KEY EXECUTIVE INCENTIVE COMPENSATION PLAN (Filed With SEC on March 16, 2009)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on March 16, 2009)

MODIFICATION NUMBER ONE TO MASTER LOAN AGREEMENT (Filed With SEC on March 16, 2009)

LIMITED WAIVER (Filed With SEC on March 16, 2009)

REVOLVING CREDIT AGREEMENT Dated as of October 29, 2008 (Filed With SEC on November 4, 2008)

Exhibit A GENERAL RELEASE (Filed With SEC on October 30, 2008)

MASTER LOAN AGREEMENT (Filed With SEC on June 10, 2008)

UNCONDITIONAL GUARANTY (Filed With SEC on June 10, 2008)

PURCHASE AND SALE AGREEMENT BETWEEN THE AFFILIATES OF AUTOSTAR REALTY OPERATING PARTNERSHIP SET FORTH ONSCHEDULE 1.1.1, AS SELLER AND ASBURY AUTOMOTIVE GROUP, INC. AS PURCHASER... (Filed With SEC on June 10, 2008)

GENERAL RELEASE (Filed With SEC on May 13, 2008)

FIFTH AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on May 7, 2008)

AMENDMENT TO AMENDED EMPLOYMENT AGREEMENT (Filed With SEC on May 7, 2008)

GENERAL PROVISIONS (Filed With SEC on May 1, 2008)

ASBURY AUTOMOTIVE AMENDED ANDRESTATED WEALTH ACCUMULATION PLAN (Filed With SEC on February 29, 2008)

ASBURY AUTOMOTIVE GROUP, INC. 1999 OPTION PLAN As Amended and Restated Effective July 25, 2007 (Filed With SEC on February 29, 2008)

2002 Equity Incentive Plan Asbury Automotive Group, Inc. (Filed With SEC on February 29, 2008)

GENERAL PROVISIONS (Filed With SEC on February 29, 2008)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on February 29, 2008)

FIRST AMENDED AND RESTATED LEASE AGREEMENT (Filed With SEC on February 29, 2008)

ASBURY AUTOMOTIVE GROUP, INC. 2002 EQUITY INCENTIVE PLAN (Filed With SEC on February 29, 2008)

FOURTH AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on February 29, 2008)

AMENDED EMPLOYMENT AGREEMENT (Filed With SEC on May 9, 2007)

RESTRICTED SHARE AWARD AGREEMENT (Filed With SEC on May 9, 2007)

THIRD AMENDMENT TO CREDIT AGREEMENT (Filed With SEC on March 13, 2007)

FORM OF PERFORMANCE SHARE UNIT AWARD AGREEMENT PERFORMANCE SHAREUNIT AWARD AGREEMENT UNDER THE ASBURY AUTOMOTIVE GROUP, INC. 2002 EQUITY INCENTIVE PLAN dated as of February 22,... (Filed With SEC on February 28, 2007)

[FORM OF RESTRICTED SHARE AWARD AGREEMENT FOR NON-EMPLOYEE DIRECTORS] (Filed With SEC on November 7, 2006)

RESTRICTED SHARE AWARD AGREEMENT (Filed With SEC on November 7, 2006)

RESTRICTED shARE award AGREEMENT FOR NON-EMPLOYEE DIRECTORS (Filed With SEC on November 7, 2006)

FORM OF PERFORMANCE SHARE UNIT AWARD AGREEMENT PERFORMANCE SHAREUNIT AWARD AGREEMENT UNDER THE ASBURY AUTOMOTIVE GROUP, INC. 2002 EQUITY INCENTIVE PLAN dated as of October 23,... (Filed With SEC on October 25, 2006)

FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT (Filed With SEC on September 7, 2006)

Total Leverage Ratio Eurodollar Margin Alternate Base Rate Margin Commitment Fee Rate Level 1 x > 4.00 2.75 % 1.25 % .375 % Level 2 3.50 < x < 4.00 2.50 % 1.00 % .375 % Level 3... (Filed With SEC on August 7, 2006)

SEVERANCE PAY AGREEMENT FOR KEY EMPLOYEE (Filed With SEC on March 16, 2006)

THIRDAMENDMENT TO EMPLOYMENT AGREEMENT (Filed With SEC on October 9, 2005)

WITNESSETH (Filed With SEC on March 15, 2005)

Preliminary Statements (Filed With SEC on March 15, 2005)

FIRSTAMENDMENT TO SHAREHOLDERS AGREEMENT (Filed With SEC on March 15, 2005)

AsburyAutomotive Group, Inc. $200,000,000 8% SeniorSubordinated Notes due 2014 Unconditionally Guaranteed as tothe Payment of Principal, Premium, if any, and Interest by the... (Filed With SEC on March 23, 2004)

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Asbury Automotive Group Inc Contracts & Agreements