AUTONATION, INC. — Director's Dealing 2021

Mar 3, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTONATION, INC. (AN)
CIK: 0000350698
Period of Report: 2021-03-01

Reporting Person: EDMUNDS C COLEMAN (EVP, Gen Counsel & Corp Sec)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-01	Common Stock, par value $0.01 per share	M	2682	—	Acquired	27482	Direct
2021-03-01	Common Stock, par value $0.01 per share	M	1501	—	Acquired	28983	Direct
2021-03-01	Common Stock, par value $0.01 per share	M	3390	—	Acquired	32373	Direct
2021-03-01	Common Stock, par value $0.01 per share	M	5255	—	Acquired	37628	Direct
2021-03-01	Common Stock, par value $0.01 per share	F	4749	$76.23	Disposed	32879	Direct
2021-03-02	Common Stock, par value $0.01 per share	M	4920	—	Acquired	37799	Direct
2021-03-02	Common Stock, par value $0.01 per share	F	2284	$76.15	Disposed	35515	Direct
2021-03-03	Common Stock, par value $0.01 per share	M	3270	$47.25	Acquired	38785	Direct
2021-03-03	Common Stock, par value $0.01 per share	M	3270	$48.80	Acquired	42055	Direct
2021-03-03	Common Stock, par value $0.01 per share	S	6540	$79.85	Disposed	35515	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-01	Restricted Stock Units	$	M	2682	Disposed		Common Stock, par value $0.01 per share (2682.0)	Direct
2021-03-01	Restricted Stock Units	$	M	1501	Disposed		Common Stock, par value $0.01 per share (1501.0)	Direct
2021-03-01	Restricted Stock Units	$	M	3390	Disposed		Common Stock, par value $0.01 per share (3390.0)	Direct
2021-03-01	Restricted Stock Units	$	M	5255	Disposed		Common Stock, par value $0.01 per share (5255.0)	Direct
2021-03-02	Restricted Stock Units	$	M	4920	Disposed		Common Stock, par value $0.01 per share (4920.0)	Direct
2021-03-03	Employee Stock Option (right to buy)	$47.25	M	3270	Disposed	2023-03-01	Common Stock, par value $0.01 per share (3270.0)	Direct
2021-03-03	Employee Stock Option (right to buy)	$48.8	M	3270	Disposed	2023-03-01	Common Stock, par value $0.01 per share (3270.0)	Direct

Footnotes

F1: The restricted stock units converted into shares of AutoNation common stock on a one-for-one basis.

F2: The reporting person received a grant of 10,727 restricted stock units on March 1, 2017, subject to stockholder approval of the AutoNation, Inc. 2017 Employee Equity and Incentive Plan, which was obtained on April 19, 2017. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2017. Each restricted stock unit represents a contingent right to receive one share of AutoNation common stock, or at AutoNation's election, the cash value thereof.

F3: The reporting person received a grant of 6,002 restricted stock units on May 1, 2017. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2017. Each restricted stock unit represents a contingent right to receive one share of AutoNation common stock, or at AutoNation's election, the cash value thereof.

F4: The reporting person received a grant of 13,561 restricted stock units on March 1, 2018. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2018. Each restricted stock unit represents a contingent right to receive one share of AutoNation common stock, or at AutoNation's election, the cash value thereof.

F5: The reporting person received a grant of 21,018 restricted stock units on March 1, 2019. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2019. Each restricted stock unit represents a contingent right to receive one share of AutoNation common stock, or at AutoNation's election, the cash value thereof.

F6: The reporting person received a grant of 19,683 restricted stock units on March 2, 2020. The restricted stock units vest in 25% annual increments on each of March 2, 2021, March 1, 2022, March 1, 2023 and March 1, 2024. Each restricted stock unit represents a contingent right to receive one share of AutoNation common stock, or at AutoNation's election, the cash value thereof.

F7: The option became exercisable in 25% annual increments on each of the first four anniversaries of June 1, 2013.