# PENSKE AUTOMOTIVE GROUP, INC. (PAG) — delisting [announced]
Source: SEC API (secapi.ai) · situation sit_a9176246552cde844ac8 · retrieved 2026-08-11T16:05:00.272Z

## Overview
Penske Automotive Group, Inc. is a Delaware corporation engaged in retail auto dealership and gasoline station operations.

On July 22, 2026, Penske Corporation and its subsidiary Penske Automotive Holdings Corp., together with Mitsui & Co., Ltd. and its subsidiary Mitsui & Co. (U.S.A.), Inc. (collectively, the "Investor Group"), submitted a non-binding proposal to the Board of Directors of Penske Automotive Group, Inc. to acquire all outstanding Voting Common Stock not owned by the Investor Group for $210.00 per share in cash. The Investor Group, which collectively owns approximately 72.5% of the Voting Common Stock (47,655,705 shares), stated that its members intend to remain as long-term stockholders and are not interested in selling their shares. The proposal is subject to negotiation with a special committee of disinterested and independent directors, and any definitive agreement would require such committee approval. If consummated, the Voting Common Stock would be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act.

## Terms
- Counterparty: Penske Corporation and Mitsui & Co., Ltd. · Consideration: cash · Stake: 72.5% · Price/share: $210

## Key dates
- Announced 2026-07-22

## Timeline
- 2026-07-22 · SCHEDULE 13D/A (0001193125-26-311337): SCHEDULE 13D/A - PENSKE AUTOMOTIVE GROUP, INC. — *Penske Automotive Group, Inc. is a retail automotive dealer and gasoline station operator.* On July 22, 2026, Penske Corporation and Mitsui & Co., Ltd. (together, the "PC-Mitsui Investors") submitted a non-binding proposal to acquire all outstanding shares of Penske Automotive Group, Inc. not owned by the PC-Mitsui Investors for $210.00 per share in cash. The PC-Mitsui Investors collectively beneficially own 47,750,082 shares, representing approximately 72.2% of the 65,749,255 shares outstanding as of April 16, 2026. The proposal is subject to review by a special committee of disinterested and independent directors, advised by independent legal and financial advisers. The PC-Mitsui Investors stated they are not interested in selling their shares and intend to remain long-term stockholders regardless of the proposal outcome. No binding obligation arises unless and until definitive transaction documentation is executed.
  https://www.sec.gov/Archives/edgar/data/1019849/0001193125-26-311337.txt
- 2026-07-22 · SCHEDULE 13D/A (0001193125-26-311372): SCHEDULE 13D/A - PENSKE AUTOMOTIVE GROUP, INC. — *Penske Automotive Group, Inc. is a Delaware corporation engaged in retail auto dealership and gasoline station operations.* On July 22, 2026, Penske Corporation and its subsidiary Penske Automotive Holdings Corp., together with Mitsui & Co., Ltd. and its subsidiary Mitsui & Co. (U.S.A.), Inc. (collectively, the "Investor Group"), submitted a non-binding proposal to the Board of Directors of Penske Automotive Group, Inc. to acquire all outstanding Voting Common Stock not owned by the Investor Group for $210.00 per share in cash. The Investor Group, which collectively owns approximately 72.5% of the Voting Common Stock (47,655,705 shares), stated that its members intend to remain as long-term stockholders and are not interested in selling their shares. The proposal is subject to negotiation with a special committee of disinterested and independent directors, and any definitive agreement would require such committee approval. If consummated, the Voting Common Stock would be delisted from the New York Stock Exchange and deregistered under the Securities Exchange Act.
  https://www.sec.gov/Archives/edgar/data/1019849/0001193125-26-311372.txt

## Citations
- 0001193125-26-311337 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526311337
- 0001193125-26-311372 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526311372