LITHIA MOTORS INC
For the period ended Jun 30, 2025. Filed Jul 30, 2025.
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Jun 30, 2025 · Filed Jul 30, 2025
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended June 30, 2025
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
Commission file number:001-14733
Lithia Motors, Inc.
(Exact name of registrant as specified in its charter)
| Oregon | 93-0572810 | ||
|---|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | ||
| 150 N. Bartlett Street | Medford, | Oregon | 97501 |
| (Address of principal executive offices) | (Zip Code) | ||
(541)776-6401
Registrant’s telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock without par value | LAD | The New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes ☒ No☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule
405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to
submit such files). Yes ☒ No☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company,
or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company,” and
“emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | Non-accelerated filer | Accelerated filer | Smaller reporting company | Emerging growth company |
|---|---|---|---|---|
| ☒ | ☐ | ☐ | ☐ | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒
As of July 30, 2025, there were 25,636,451 shares of the registrant’s common stock outstanding.
LITHIA MOTORS, INC.
FORM 10-Q QUARTERLY REPORT
TABLE OF CONTENTS
| Item Number | Item | Page |
|---|---|---|
| GLOSSARY | 1 | |
| PART I | FINANCIAL INFORMATION | |
| Item 1. | Financial Statements | 2 |
| Consolidated Balance Sheets (Unaudited) - June 30, 2025, and December 31, 2024 | 2 | |
| Consolidated Statements of Operations (Unaudited) - Three and Six Months Ended June 30, 2025 and 2024 | 3 | |
| Consolidated Statements of Comprehensive Income (Unaudited) – Three and Six Months Ended June 30, 2025 and 2024 | 4 | |
| Consolidated Statements of Equity and Redeemable Non-controlling Interest (Unaudited) - Three and Six Months Ended June 30, 2025 and 2024 | 5 | |
| Consolidated Statements of Cash Flows (Unaudited) - Six Months Ended June 30, 2025 and 2024 | 6 | |
| Condensed Notes to Consolidated Financial Statements (Unaudited) | 8 | |
| Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 20 |
| Item 3. | Quantitative and Qualitative Disclosures About Market Risk | 38 |
| Item 4. | Controls and Procedures | 39 |
| PART II | OTHER INFORMATION | |
| Item 1. | Legal Proceedings | 39 |
| Item 1A. | Risk Factors | 39 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 39 |
| Item 5. | Other Information | 39 |
| Item 6. | Exhibits | 40 |
| SIGNATURE | 41 |
| GLOSSARY | 1 |
GLOSSARY OF DEFINITIONS
The following are abbreviations and definitions of terms used within this report:
| Terms | Definitions |
|---|---|
| AFS | Available-for-sale |
| ASC | Accounting Standards Codification |
| ASU | Accounting standards update |
| Board | Board of directors |
| BPS | Basis points |
| CAD | Canadian Dollar ($) |
| CPO | Certified pre-owned |
| DFC | Driveway Finance Corporation |
| EBITDA | Earnings before interest, taxes, depreciation, and amortization |
| EPS | Earnings per share |
| FASB | Financial Accounting Standards Board |
| GAAP | Generally accepted accounting principles |
| LAD | Lithia and Driveway |
| NCI | Non-controlling interest |
| NM | Not meaningful |
| NYSE | New York Stock Exchange |
| PINE.L | Pinewood Technologies Group PLC |
| PPA | Purchase price allocation |
| QTD | Quarter-to-date |
| RSU | Restricted stock units |
| SEC | Securities and Exchange Commission |
| SG&A | Selling, general, and administrative |
| U.K. | United Kingdom |
| U.S. | United States of America |
| USB | US Bank National Association |
| YTD | Year-to-date |
| CONSOLIDATED FINANCIAL STATEMENTS | 2 |
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