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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Checkbox not checked   Rule 13d-1(b)
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X0202 SCHEDULE 13D/A 0001786767 XXXXXXXX LIVE 6 Common Stock, $0.01 par value per share 07/10/2026 false 0001144980 043436104 ASBURY AUTOMOTIVE GROUP INC 6655 PEACHTREE DUNWOODY ROAD ATLANTA GA 30328 CHRISTIAN ASMAR 212-218-8810 IMPACTIVE CAPITAL LP 450 West 14th Street, 12th Floor New York NY 10014 LAUREN TAYLOR WOLFE 212-218-8810 IMPACTIVE CAPITAL LP 450 West 14th Street, 12th Floor New York NY 10014 ANDREW FREEDMAN, ESQ. 212-451-2300 OLSHAN FROME WOLOSKY LLP 1325 Avenue of the Americas New York NY 10019 0001786767 N Impactive Capital LP AF N DE 0.00 897724.00 0.00 897724.00 897724.00 N 4.8 IA PN 0001786731 N Impactive Capital LLC AF N DE 0.00 897724.00 0.00 897724.00 897724.00 N 4.8 OO 0001699118 N Wolfe Lauren Taylor AF N X1 0.00 897724.00 0.00 897724.00 897724.00 N 4.8 IN 0001787532 N Asmar Christian AF N X1 0.00 897724.00 0.00 897724.00 897724.00 N 4.8 IN Common Stock, $0.01 par value per share ASBURY AUTOMOTIVE GROUP INC 6655 PEACHTREE DUNWOODY ROAD ATLANTA GA 30328 Item 3 is hereby amended and restated as follows: The 897,724 Shares beneficially owned by the Impactive Funds were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases. The aggregate purchase price of the 897,724 Shares beneficially owned by the Impactive Funds is approximately $106,412,287, including brokerage commissions. Item 5(a) is hereby amended and restated as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 18,618,800 Shares outstanding as of April 29, 2026, which is the total number of Shares outstanding as reported in the Issuer's Quarterly Report on Form 10-Q filed with the SEC on May 1, 2026. A. Impactive Capital As of the date hereof, Impactive Capital beneficially owned 897,724 Shares held by the Impactive Funds. Percentage: Approximately 4.8% B. Impactive Capital GP As the general partner of Impactive Capital, Impactive Capital GP may be deemed to beneficially own the 897,724 Shares held by the Impactive Funds. Percentage: Approximately 4.8% C. Ms. Taylor Wolfe and Mr. Asmar Each of Ms. Taylor Wolfe and Mr. Asmar, as Managing Members of Impactive Capital GP, may be deemed to beneficially own the 897,724 Shares held by the Impactive Funds. Percentage: Approximately 4.8% Item 5(b) is hereby amended and restated as follows: A. Impactive Capital 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 897,724 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 897,724 B. Impactive Capital GP 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 897,724 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 897,724 C. Ms. Taylor Wolfe and Mr. Asmar 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 897,724 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 897,724 Item 5(c) is hereby amended and restated as follows: A. Impactive Capital The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. B. Impactive Capital GP Impactive Capital GP has not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. C. Ms. Taylor Wolfe and Mr. Asmar Each of Ms. Taylor Wolfe and Mr. Asmar have not entered into any transactions in the Shares during the past sixty days. The transactions in the Shares by Impactive Capital through the Impactive Funds during the past sixty days are set forth in Exhibit 1 and are incorporated herein by reference. Item 5(e) is hereby amended and restated as follows: As of the close of business on July 10, 2026, the Reporting Persons ceased to be the beneficial owners of more than 5% of the Shares of the Issuer. Item 7 is hereby amended to add the following exhibit: 1 - Transactions in Securities Impactive Capital LP /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe, Managing Member of Impactive Capital LLC, its General Partner 07/13/2026 Impactive Capital LLC /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe, Managing Member 07/13/2026 Wolfe Lauren Taylor /s/ Lauren Taylor Wolfe Lauren Taylor Wolfe 07/13/2026 Asmar Christian /s/ Christian Asmar Christian Asmar 07/13/2026