AUTONATION, INC. — Director's Dealing 2023

Mar 3, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AUTONATION, INC. (AN)
CIK: 0000350698
Period of Report: 2023-03-01

Reporting Person: DEES KIMBERLY (SVP & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-01	Common Stock, par value $0.01 per share	M	1344	—	Acquired	1355	Direct
2023-03-01	Common Stock, par value $0.01 per share	M	1064	—	Acquired	2419	Direct
2023-03-01	Common Stock, par value $0.01 per share	M	615	—	Acquired	3034	Direct
2023-03-01	Common Stock, par value $0.01 per share	M	415	—	Acquired	3449	Direct
2023-03-01	Common Stock, par value $0.01 per share	F	1355	$137.24	Disposed	2094	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-01	Restricted Stock Units	$	M	1344	Disposed		Common Stock, par value $0.01 per share (1344.0)	Direct
2023-03-01	Restricted Stock Units	$	M	1064	Disposed		Common Stock, par value $0.01 per share (1064.0)	Direct
2023-03-01	Restricted Stock Units	$	M	615	Disposed		Common Stock, par value $0.01 per share (615.0)	Direct
2023-03-01	Restricted Stock Units	$	M	415	Disposed		Common Stock, par value $0.01 per share (415.0)	Direct
2023-03-01	Restricted Stock Units	$	A	1166	Acquired		Common Stock, par value $0.01 per share (1166.0)	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 5,374 restricted stock units on March 1, 2019. The restricted stock units vested in 25% annual increments on each of the first four anniversaries of March 1, 2019. Each restricted stock unit represented 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 4,258 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.

F4: The reporting person received a grant of 2,459 restricted stock units on March 1, 2021. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2021. 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 1,661 restricted stock units on March 1, 2022. The restricted stock units vest in 25% annual increments on each of the first four anniversaries of March 1, 2022. 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 restricted stock units were granted on March 1, 2023 and will vest in one-third annual increments on each of the first three anniversaries of the grant date. Each restricted stock unit represents a contingent right to receive one share of the registrant's common stock or at the registrant's election, the cash value thereof.