LITHIA MOTORS INC — Director's Dealing 2012

Sep 24, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: LITHIA MOTORS INC (LAD)
CIK: 0001023128
Period of Report: 2012-09-24

Reporting Person: LITHIA HOLDING CO LLC (10% Owner)
Reporting Person: DEBOER SIDNEY B (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-09-24	Class A Common	C	13400	—	Acquired	13400	Direct
2012-09-24	Class A Common	S	12300	$32.75	Disposed	1100	Direct
2012-09-24	Class A Common	S	400	$32.77	Disposed	700	Direct
2012-09-24	Class A Common	S	700	$32.78	Disposed	0	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-24	Class B Common	$	C	13400	Disposed		Class A Common (13400)	Direct

Footnotes

F1: These shares were sold pursuant to 10b5-1 Trading Plan adopted by Lithia Holding Company

F2: Class B Common converts to Class A Common on a 1:1 ratio at holder's discretion