AUTONATION INC
For the period ended Dec 31, 2023. Filed Feb 16, 2024.
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FY2023 · Filed Feb 16, 2024
AN$186.06+1.1%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Item 16. Form 10-K Summary
None.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| AUTONATION, INC. | |
|---|---|
| (Registrant) | |
| By: | /S/ MICHAEL MANLEY |
| Michael ManleyChief Executive Officer and Director | |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Title | Date |
|---|---|---|
| /S/ MICHAEL MANLEY | Chief Executive Officer and Director | February 16, 2024 |
| Michael Manley | (Principal Executive Officer) | |
| /S/ THOMAS A. SZLOSEK | Executive Vice President and Chief | February 16, 2024 |
| Thomas A. Szlosek | Financial Officer (Principal Financial Officer) | |
| /S/ KIMBERLY R. DEES | Senior Vice President and Chief Accounting | February 16, 2024 |
| Kimberly R. Dees | Officer (Principal Accounting Officer) | |
| /S/ RICK L. BURDICK | Chairman of the Board | February 16, 2024 |
| Rick L. Burdick | ||
| /S/ DAVID B. EDELSON | Director | February 16, 2024 |
| David B. Edelson | ||
| /S/ ROBERT R. GRUSKY | Director | February 16, 2024 |
| Robert R. Grusky | ||
| /S/ NORMAN K. JENKINS | Director | February 16, 2024 |
| Norman K. Jenkins | ||
| /S/ LISA LUTOFF-PERLO | Director | February 16, 2024 |
| Lisa Lutoff-Perlo | ||
| /S/ G. MIKE MIKAN | Director | February 16, 2024 |
| G. Mike Mikan | ||
| /S/ JACQUELINE A. TRAVISANO | Director | February 16, 2024 |
| Jacqueline A. Travisano | ||
| ExhibitNumber · Exhibit Description · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File Number · Exhibit · Filing Date | |||||
| 3.1 | Third Amended and Restated Certificate of Incorporation of AutoNation, Inc. | 10-Q | 001-13107 | 3.1 | 8/13/99 |
| 3.2 | Amended and Restated By-Laws of AutoNation, Inc. | 10-Q | 001-13107 | 3.1 | 7/21/23 |
| 4.1 | Indenture, dated April 14, 2010 (the “2010 Indenture”), among AutoNation, Inc. and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee | 8-K | 001-13107 | 4.1 | 4/15/10 |
| 4.2 | Supplemental Indenture to 2010 Indenture, dated September 21, 2015, relating to the Company’s 4.5% Senior Notes due 2025. | 8-K | 001-13107 | 4.3 | 9/21/15 |
| 4.3 | Form of 4.5% Senior Notes due 2025 (included in Exhibit 4.2). | 8-K | 001-13107 | 4.3 | 9/21/15 |
| 4.4 | Supplemental Indenture to 2010 Indenture, dated February 29, 2016, relating to the Company’s 4.5% Senior Notes due 2025. | 10-Q | 001-13107 | 4.4 | 4/22/16 |
| 4.5 | Supplemental Indenture to 2010 Indenture, dated July 29, 2016, relating to the Company’s 4.5% Senior Notes due 2025. | 10-Q | 001-13107 | 4.4 | 10/28/16 |
| 4.6 | Supplemental Indenture to 2010 Indenture, dated August 3, 2017, relating to the Company’s 4.5% Senior Notes due 2025. | 10-Q | 001-13107 | 4.4 | 11/2/17 |
| 4.7 | Supplemental Indenture to 2010 Indenture, dated November 10, 2017, relating to the Company’s 3.5% Senior Notes due 2024. | 8-K | 001-13107 | 4.2 | 11/13/17 |
| 4.8 | Form of 3.5% Senior Notes due 2024 (included in Exhibit 4.7). | 8-K | 001-13107 | 4.2 | 11/13/17 |
| 4.9 | Supplemental Indenture to 2010 Indenture, dated November 10, 2017, relating to the Company’s 3.8% Senior Notes due 2027. | 8-K | 001-13107 | 4.4 | 11/13/17 |
| 4.10 | Form of 3.8% Senior Notes due 2027 (included in Exhibit 4.9). | 8-K | 001-13107 | 4.4 | 11/13/17 |
| 4.11 | Supplemental Indenture to 2010 Indenture, dated May 22, 2020, relating to the Company’s 4.75% Senior Notes due 2030. | 8-K | 001-13107 | 4.2 | 5/22/20 |
| 4.12 | Form of 4.75% Senior Notes due 2030 (included in Exhibit 4.11). | 8-K | 001-13107 | 4.2 | 5/22/20 |
| 4.13 | Supplemental Indenture to 2010 Indenture, dated July 29, 2021, relating to the Company’s 1.95% Senior Notes due 2028 and 2.4% Senior Notes due 2031. | 8-K | 001-13107 | 4.2 | 7/29/21 |
| 4.14 | Form of 1.95% Senior Notes due 2028 (included in Exhibit 4.13). | 8-K | 001-13107 | 4.2 | 7/29/21 |
| 4.15 | Form of 2.4% Senior Notes due 2031 (included in Exhibit 4.13). | 8-K | 001-13107 | 4.2 | 7/29/21 |
| 4.16 | Supplemental Indenture to 2010 Indenture, dated February 28, 2022, relating to the Company’s 3.85% Senior Notes due 2032. | 8-K | 001-13107 | 4.2 | 3/1/22 |
| 4.17 | Form of 3.85% Senior Notes due 2032 (included in Exhibit 4.16). | 8-K | 001-13107 | 4.2 | 3/1/22 |
| 4.18 | Description of Registrant’s Securities. | 10-K | 001-13107 | 4.16 | 2/17/22 |
| 10.1 | AutoNation, Inc. Deferred Compensation Plan, as amended and restated. | 10-K | 001-13107 | 10.1 | 2/17/23 |
| 10.2 | AutoNation, Inc. 2014 Non-Employee Director Equity Plan (the “2014 Director Plan”). | 10-Q | 001-13107 | 10.6 | 4/18/14 |
| 10.3 | Terms of Non-Employee Director Restricted Stock Units granted under the 2014 Director Plan. | 10-Q | 001-13107 | 10.2 | 7/17/14 |
| ExhibitNumber · Exhibit Description · Incorporated by Reference | |||||
|---|---|---|---|---|---|
| Form · File Number · Exhibit · Filing Date | |||||
| 10.4 | Amendment to the 2014 Director Plan, effective as of January 31, 2017. | 10-Q | 001-13107 | 10.1 | 4/25/17 |
| 10.5 | AutoNation, Inc. 2008 Employee Equity and Incentive Plan (the “2008 Plan”). | 10-Q | 001-13107 | 10.1 | 4/25/08 |
| 10.6 | Form of Stock Option Agreement under the 2008 Plan (for grants made in 2009-2013). | 10-Q | 001-13107 | 10.4 | 4/24/09 |
| 10.7 | Form of Stock Option Agreement under the 2008 Plan (for grants made in 2014). | 8-K | 001-13107 | 10.1 | 3/7/14 |
| 10.8 | Form of Stock Option Agreement under the 2008 Plan for grants in 2015. | 10-Q | 001-13107 | 10.4 | 4/22/15 |
| 10.9 | Form of Stock Option Agreement under the 2008 Plan for grants in 2016. | 10-Q | 001-13107 | 10.1 | 4/22/16 |
| 10.10 | AutoNation, Inc. 2017 Employee Equity and Incentive Plan (the “2017 Plan”). | 8-K | 001-13107 | 10.1 | 4/21/17 |
| 10.11 | Form of AutoNation, Inc. Restricted Stock Unit Award Agreement under the 2017 Plan for grants prior to November 2021. | 10-Q | 001-13107 | 10.3 | 8/2/17 |
| 10.12 | Form of AutoNation, Inc. Restricted Stock Unit Award Agreement under the 2017 Plan for grants in November 2021. | 10-K | 001-13107 | 10.16 | 2/17/22 |
| 10.13 | Form of AutoNation, Inc. Stock Unit Awards Agreement under the 2017 Plan prior to 2022. | 10-Q | 001-13107 | 10.1 | 5/1/18 |
| 10.14 | Form of AutoNation, Inc. Stock Unit Award Agreement under the 2017 Plan for grants in 2022. | 10-Q | 001-13107 | 10.1 | 4/21/22 |
| 10.15 | Form of AutoNation, Inc. Stock Unit Award Agreement under the 2017 Plan for grants in 2023. | 10-Q | 001-13107 | 10.2 | 4/20/23 |
| 10.16 | AutoNation, Inc. Executive Severance Plan, adopted as of April 18, 2018. | 10-Q | 001-13107 | 10.2 | 5/1/18 |
| 10.17 | Employment Agreement, dated as of September 9, 2021, by and between AutoNation, Inc. and Michael Manley. | 8-K | 001-13107 | 10.1 | 9/21/21 |
| 10.18 | Amendment to Employment Agreement, dated September 1, 2023, by and between AutoNation, Inc. and Michael Manley. | 10-Q | 001-13107 | 10.3 | 10/27/23 |
| 10.19 | Retirement and General Release Agreement, dated as of November 1, 2021, by and between Michael J. Jackson and AutoNation, Inc. | 10-K | 001-13107 | 10.24 | 2/17/22 |
| 10.20 | Letter Agreement, dated as of February 10, 2022, by and between AutoNation, Inc. and Gianluca Camplone. | 10-Q | 001-13107 | 10.2 | 4/21/22 |
| 10.21 | Letter Agreement, dated as of August 12, 2022, by and between AutoNation, Inc. and Lisa Esparza. | 10-Q | 001-13107 | 10.2 | 10/27/22 |
| 10.22 | Letter Agreement, dated as of May 9, 2023, by and between AutoNation, Inc. and Thomas Szlosek. | 8-K | 001-13107 | 10.1 | 5/16/23 |
| 10.23 | Executive Transition Agreement, dated as of May 23, 2023, by and between AutoNation, Inc. and Joseph T. Lower. | 10-Q | 001-13107 | 10.2 | 7/21/23 |
| 10.24 | Letter Agreement, dated as of April 27, 2023, by and between AutoNation, Inc. and Marc Cannon. | 10-Q | 001-13107 | 10.3 | 7/21/23 |
| 10.25 | Letter Agreement, dated September 12, 2023, by and between AutoNation, Inc. and Jeff Parent. | 8-K | 001-13107 | 10.1 | 9/22/23 |
| 10.26 | Amended and Restated Credit Agreement, dated July 18, 2023, by and among the Company, JPMorgan Chase Bank, N.A. as Administrative Agent, and the other parties thereto. | 10-Q | 001-13107 | 10.1 | 7/21/23 |
| 10.27 | Form of Commercial Paper Dealer Agreement between AutoNation, Inc., as Issuer, and the Dealer party thereto. | 8-K | 001-13107 | 10.2 | 3/26/20 |
| ExhibitNumber | Exhibit Description | Incorporated by Reference | |
|---|---|---|---|
| Form | File Number | Exhibit | Filing Date |
| 21.1* | Subsidiaries of AutoNation, Inc. | ||
| 23.1* | Consent of KPMG LLP. | ||
| 31.1* | Certification of Principal Executive Officer Pursuant to Rule 13a-14(a) of the Exchange Act. | ||
| 31.2* | Certification of Principal Financial Officer Pursuant to Rule 13a-14(a) of the Exchange Act. | ||
| 32.1** | Certification of Principal Executive Officer Pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350. | ||
| 32.2** | Certification of Principal Financial Officer Pursuant to Rule 13a-14(b) of the Exchange Act and 18 U.S.C. Section 1350. | ||
| 97.1* | AutoNation, Inc. Amended and Restated Policy Regarding Recoupment of Certain Incentive Compensation. | ||
| 101* | Inline XBRL Document Set for the condensed consolidated financial statements and accompanying notes in Part II, Item 8, “Financial Statements and Supplementary Data” of this Annual Report on Form 10-K. | ||
| 104* | Inline XBRL for the cover page of this Annual Report on Form 10-K, included in the Exhibit 101 Inline XBRL Document Set. | ||
- Filed herewith
** Furnished herewith
Exhibits 10.1 through 10.25 and Exhibit 97.1 are management contracts or compensatory plans, contracts, or arrangements.
In accordance with Item 601(b)(4)(iii)(A) of Regulation S-K, copies of certain instruments defining the rights of holders of long-term debt of the Company or its subsidiaries are not filed herewith. We hereby agree to furnish a copy of any such instrument to the Commission upon request.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.