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GROUP 1 AUTOMOTIVE INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and GROUP 1 AUTOMOTIVE INC.’s Form 8-K (Item 5.07 on EDGAR). Page generated 04 October 2026.

  • 17Reported items
  • 372Asset managers
  • 5,170Fund votes
  • 2024-05-15Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore GROUP 1 AUTOMOTIVE INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by GROUP 1 AUTOMOTIVE INC.

These tallies are GROUP 1 AUTOMOTIVE INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

GROUP 1 AUTOMOTIVE INC. — official shareholder meeting results, meeting held 2024-05-15
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Carin M. Barth 11,372,220128,4486,813 --1,172,348 Majority: yes
Elect Director: Daryl A. Kenningham 11,468,20435,2963,981 --1,172,348 Majority: yes
Elect Director: Steven C. Mizell 10,938,432562,3576,692 --1,172,348 Majority: yes
Elect Director: Lincoln Pereira Filho 11,466,54032,4598,482 --1,172,348 Majority: yes
Elect Director: Stephen D. Quinn 11,139,948361,4136,120 --1,172,348 Majority: yes
Elect Director: Steven P. Stanbrook 11,461,86339,1936,425 --1,172,348 Majority: yes
Elect Director: Charles L. Szews 11,308,231193,1056,145 --1,172,348 Majority: yes
Elect Director: Anne Taylor 11,314,248186,7926,441 --1,172,348 Majority: yes
Elect Director: MaryAnn Wright 10,718,978782,1016,402 --1,172,348 Majority: yes
Proposal 2: The compensation of the Company's Named Executive Officers was approved, on a non-binding advisory basis, based upon the following votes: 11,231,124269,2747,083 --1,172,348 Passed
Proposal 3: The ratification of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024, was approved, based upon the following votes: 12,660,51810,0719,240 ---- Passed
Proposal 4: The 2024 ESPP was approved, including the increase to the number of shares available for issuance under the 2024 ESPP and extension of the term thereof to May 24, 2034, based on the following votes: 11,480,62017,8249,037 --1,172,348 Passed
Proposal 5: The 2024 Plan was approved, including the authorization of 700,000 shares to be used for awards and the extension of the term thereof to May 15, 2034, based on the following votes: 11,161,588336,2079,686 --1,172,348 Passed

This meeting is also recorded here as 2024-05-16; both records come from the same filing, so the date should be checked against it.

Source: GROUP 1 AUTOMOTIVE INC., Form 8-K — read the filing on EDGAR.

How asset managers voted at the GROUP 1 AUTOMOTIVE INC. 2023-2024 meeting

Each item below shows how the 372 asset managers that disclosed a GROUP 1 AUTOMOTIVE INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of GROUP 1 AUTOMOTIVE INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Advisory Vote to Approve Executive Compensation.

SECTION 14A SAY-ON-PAY VOTESCompany result: Passed

Meeting held 2024-05-15.

Combines 8 wordings of this item as funds reported it.

98% Passed · of votes cast

FOR 98%
FOR: 11,231,124AGAINST: 269,274

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Proposal 2: The compensation of the Company's Named Executive Officers was approved, on a non-binding advisory basis, based upon the following votes:”): 11,231,124 for, 269,274 against — passed, per its Form 8-K (Item 5.07). Of all 13,533,294 outstanding shares: 83% for, 2% against (85% of the company cast a for/against vote).

The 369 asset managers below cast 98% of the shares they voted on this item FOR. Fund share totals are not shown for this item: fund-reported shares overlap across filings (an adviser and the funds it manages can each report the same shares), and here their sum exceeds the total votes cast at the meeting.

FOR 98%
FOR: 98.2%AGAINST: 1.7%ABSTAIN: 0.0%NOT VOTED: 0.1%UNKNOWN: 0.0%
Largest asset managers voting on “Advisory Vote to Approve Executive Compensation.” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
BlackRock1,518,84284 00For
Vanguard1,477,0060 00For
Dimensional1,035,2970 00For
John Hancock765,2030 00For
State Street574,8044,476 00For
Conifer Management, L.L.C.527,4240 00For
T. Rowe Price383,8090 00For
Charles Schwab303,1530 00For
Fidelity283,0780 00For
Bridgewater278,2300 00For
GEODE CAPITAL MANAGEMENT, LLC276,3660 00For
MACQUARIE INVESTMENT MANAGEMENT BUSINESS TRUST270,0520 00For
Delaware/Macquarie237,9600 00For
Invesco236,8120 00For
JPMorgan226,1590 00For
Park West Asset Management LLC226,0000 00For
LAKEWOOD CAPITAL MANAGEMENT, LP225,7260 00For
Northern Trust186,847685 00For
LSV ASSET MANAGEMENT157,3660 00For
AMERIPRISE FINANCIAL INC132,7640 00For
Goldman Sachs130,3480 00For
GW&K Investment Management, LLC126,3580 00For
Nuveen124,0870 00For
EMINENCE CAPITAL, LP122,3510 00For
Woodson Capital Management, LP106,0140 00For

Showing the 25 largest of 369 asset managers. See all 369 in the interactive database.

2. Election of Directors: Charles L. Szews

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 11,308,231AGAINST: 193,105

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Charles L. Szews”): 11,308,231 for, 193,105 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 84% for, 1% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 99.4% of the shares they voted on this item FOR (6,281,527 for, 34,552 against).

FOR 99.2%
FOR: 6,281,527 (99.3%)AGAINST: 34,552 (0.5%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Charles L. Szews” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,60152 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

3. Election of Directors: Daryl A. Kenningham

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 11,468,204AGAINST: 35,296

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Daryl A. Kenningham”): 11,468,204 for, 35,296 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 85% for, 0.3% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 99.9% of the shares they voted on this item FOR (6,316,051 for, 28 against).

FOR 99.8%
FOR: 6,316,051 (99.8%)AGAINST: 28 (0.0%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Daryl A. Kenningham” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,62528 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

4. Election of Directors: Lincoln Pereira Filho

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

99.7% Majority: yes · of votes cast

FOR 99.7%
FOR: 11,466,540AGAINST: 32,459

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Lincoln Pereira Filho”): 11,466,540 for, 32,459 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 85% for, 0.3% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 99.9% of the shares they voted on this item FOR (6,316,051 for, 28 against).

FOR 99.8%
FOR: 6,316,051 (99.8%)AGAINST: 28 (0.0%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Lincoln Pereira Filho” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,62528 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

5. Election of Directors: MaryAnn Wright

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 7 wordings of this item as funds reported it.

93% Majority: yes · of votes cast

FOR 93%
FOR: 10,718,978AGAINST: 782,101

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: MaryAnn Wright”): 10,718,978 for, 782,101 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 79% for, 6% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 97% of the shares they voted on this item FOR (6,117,763 for, 198,316 against).

FOR 97%
FOR: 6,117,763 (96.7%)AGAINST: 198,316 (3.1%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: MaryAnn Wright” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity268,93913,500 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,58865 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND033,400 00Against
Bridge Builder Trust5,56627,499 00Against
SEI030,996 00Against

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

6. Election of Directors: Stephen D. Quinn

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 11,139,948AGAINST: 361,413

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Stephen D. Quinn”): 11,139,948 for, 361,413 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 82% for, 3% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 99.0% of the shares they voted on this item FOR (6,255,692 for, 60,352 against).

FOR 99%
FOR: 6,255,692 (98.9%)AGAINST: 60,352 (1.0%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 41 (0.0%)
Largest asset managers voting on “Election of Directors: Stephen D. Quinn” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,58865 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust31,5661,499 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

7. Election of Directors: Steven C. Mizell

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 10,938,432AGAINST: 562,357

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Steven C. Mizell”): 10,938,432 for, 562,357 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 81% for, 4% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 97% of the shares they voted on this item FOR (6,139,763 for, 176,316 against).

FOR 97%
FOR: 6,139,763 (97.0%)AGAINST: 176,316 (2.8%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Steven C. Mizell” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street16,081140,572 00Against
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

8. Election of Directors: Steven P. Stanbrook

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 11,461,863AGAINST: 39,193

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Steven P. Stanbrook”): 11,461,863 for, 39,193 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 85% for, 0.3% against (85% of the company cast a for/against vote).

The 115 asset managers below cast 99.9% of the shares they voted on this item FOR (6,316,051 for, 28 against).

FOR 99.8%
FOR: 6,316,051 (99.8%)AGAINST: 28 (0.0%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Steven P. Stanbrook” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,62528 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

9. Ratification of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for 2024.

AUDIT-RELATEDCompany result: Passed

Meeting held 2024-05-15.

Combines 6 wordings of this item as funds reported it.

99.9% Passed · of votes cast

FOR 99.9%
FOR: 12,660,518AGAINST: 10,071

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Proposal 3: The ratification of Deloitte & Touche LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024, was approved, based upon the following votes:”): 12,660,518 for, 10,071 against — passed, per its Form 8-K (Item 5.07). Of all 13,533,294 outstanding shares: 94% for, 0.1% against (94% of the company cast a for/against vote).

The 115 asset managers below cast 100% of the shares they voted on this item FOR (6,316,079 for, 0 against).

FOR 99.8%
FOR: 6,316,079 (99.8%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Ratification of Deloitte & Touche LLP as Independent Registered Public Accounting Firm for 2024.” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,6530 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 115 asset managers. See all 115 in the interactive database.

10. Approve 2024 Long-Term Incentive Plan.

COMPENSATIONCompany result: Passed

Meeting held 2024-05-15.

Combines 5 wordings of this item as funds reported it.

97% Passed · of votes cast

FOR 97%
FOR: 11,161,588AGAINST: 336,207

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Proposal 5: The 2024 Plan was approved, including the authorization of 700,000 shares to be used for awards and the extension of the term thereof to May 15, 2034, based on the following votes:”): 11,161,588 for, 336,207 against — passed, per its Form 8-K (Item 5.07). Of all 13,533,294 outstanding shares: 82% for, 2% against (85% of the company cast a for/against vote).

The 114 asset managers below cast 99.3% of the shares they voted on this item FOR (6,262,502 for, 41,859 against).

FOR 99.3%
FOR: 6,262,502 (99.3%)AGAINST: 41,859 (0.7%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Approve 2024 Long-Term Incentive Plan.” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,64013 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust31,5661,499 00For
SEI30,9960 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

11. Election of Directors: Anne Taylor

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 11,314,248AGAINST: 186,792

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Anne Taylor”): 11,314,248 for, 186,792 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 84% for, 1% against (85% of the company cast a for/against vote).

The 114 asset managers below cast 99.9% of the shares they voted on this item FOR (6,307,201 for, 5,454 against).

FOR 99.7%
FOR: 6,307,201 (99.7%)AGAINST: 5,454 (0.1%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Anne Taylor” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,62528 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

12. Election of Directors: Carin M. Barth

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2024-05-15.

Combines 5 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%
FOR: 11,372,220AGAINST: 128,448

GROUP 1 AUTOMOTIVE INC.’s own tally for this item (“Elect Director: Carin M. Barth”): 11,372,220 for, 128,448 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 13,533,294 outstanding shares: 84% for, 1.0% against (85% of the company cast a for/against vote).

The 114 asset managers below cast 99.6% of the shares they voted on this item FOR (6,288,903 for, 23,752 against).

FOR 99.4%
FOR: 6,288,903 (99.5%)AGAINST: 23,752 (0.4%)ABSTAIN: 530 (0.0%)NOT VOTED: 10,246 (0.2%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Election of Directors: Carin M. Barth” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,60152 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

13. Approve 2024 Employee Stock Purchase Plan.

COMPENSATION

Meeting held 2024-05-15.

Combines 4 wordings of this item as funds reported it.

99.9% fund support · no official result

FOR 99.9%

The 113 asset managers below cast 99.9% of the shares they voted on this item FOR (6,298,221 for, 530 against).

FOR: 6,298,221 (100.0%)AGAINST: 530 (0.0%)UNKNOWN: 6 (0.0%)
Largest asset managers voting on “Approve 2024 Employee Stock Purchase Plan.” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard1,453,8840 00For
BlackRock1,173,8830 00For
Dimensional945,0330 00For
Fidelity282,4390 00For
John Hancock254,4250 00For
Delaware/Macquarie237,9600 00For
State Street156,6530 00For
T. Rowe Price151,6710 00For
Charles Schwab146,9120 00For
Invesco115,1950 00For
JPMorgan114,5830 00For
Columbia Threadneedle102,6650 00For
HENNESSY FUNDS TRUST89,2000 00For
Jackson National67,1920 00For
TIAA56,7970 00For
Goldman Sachs50,5220 00For
Legg Mason43,2000 00For
Northern Trust41,6190 00For
AMERICAN BEACON FUNDS39,4990 00For
AMG FUNDS38,6310 00For
Equitable37,8350 00For
Thornburg33,8800 00For
ADVISORS' INNER CIRCLE FUND33,4000 00For
Bridge Builder Trust33,0650 00For
SEI30,9960 00For

Showing the 25 largest of 113 asset managers. See all 113 in the interactive database.

14. AMEND OMNIBUS STOCK PLAN

COMPENSATION

Meeting held 2024-05-15.

5% fund support · no official result

AGAINST 60%NOT VOTED 36%

The 3 asset managers below cast 5% of the shares they voted on this item FOR (896 for, 16,962 against).

FOR: 896 (3.2%)AGAINST: 16,962 (60.4%)NOT VOTED: 10,246 (36.5%)
Largest asset managers voting on “AMEND OMNIBUS STOCK PLAN” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
VALUED ADVISERS TRUST016,962 00Against
Empower00 00Not Voted
TIMOTHY PLAN8960 00For

15. AMEND QUALIFIED EMPLOYEE STOCK PURCHASE PLAN

COMPENSATION

Meeting held 2024-05-15.

100% fund support · no official result

FOR 64%NOT VOTED 36%

The 3 asset managers below cast 100% of the shares they voted on this item FOR (17,858 for, 0 against).

FOR: 17,858 (63.5%)NOT VOTED: 10,246 (36.5%)
Largest asset managers voting on “AMEND QUALIFIED EMPLOYEE STOCK PURCHASE PLAN” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
VALUED ADVISERS TRUST16,9620 00For
Empower00 00Not Voted
TIMOTHY PLAN8960 00For

16. Approve Remuneration Policy

SECTION 14A SAY-ON-PAY VOTES

Reported under meeting date 2024-04-29; no official results on file for that date.

0% fund support · no official result

AGAINST 100%

The 2 asset managers below cast 0% of the shares they voted on this item FOR (0 for, 286,045 against).

AGAINST: 286,045 (100.0%)
Largest asset managers voting on “Approve Remuneration Policy” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
ALGEBRIS (UK) LTD0264,000 00Against
Dimensional022,045 00Against

17. Approve Second Section of the Remuneration Report

SECTION 14A SAY-ON-PAY VOTES

Reported under meeting date 2024-04-29; no official results on file for that date.

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (286,045 for, 0 against).

FOR: 286,045 (100.0%)
Largest asset managers voting on “Approve Second Section of the Remuneration Report” at GROUP 1 AUTOMOTIVE INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
ALGEBRIS (UK) LTD264,0000 00For
Dimensional22,0450 00For

Largest GROUP 1 AUTOMOTIVE INC. shareholders voting in 2023-2024

Ranked by the number of GROUP 1 AUTOMOTIVE INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 13,533,294 shares outstanding at the time of that meeting.

Top GROUP 1 AUTOMOTIVE INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1BlackRock 11.22%
2Vanguard 10.91%
3Dimensional 7.65%
4John Hancock 5.65%
5State Street 4.28%
6Conifer Management, L.L.C. 3.90%
7T. Rowe Price 2.84%
8Charles Schwab 2.24%
9Fidelity 2.09%
10Bridgewater 2.06%

Reported GROUP 1 AUTOMOTIVE INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

GROUP 1 AUTOMOTIVE INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 14.94% 13F
Vanguard Group 10.49% 13F
Dimensional Fund Advisors 7.89% 13F
State Street 4.08% 13F
FMR (Fidelity) 3.59% 13F
Geode Capital 2.20% 13F
Morgan Stanley 1.95% 13F
Millennium Management 1.61% 13F
Northern Trust 1.39% 13F
JPMorgan Chase 1.37% 13F

Percentages above are of 13,533,294 shares outstanding, as reported by GROUP 1 AUTOMOTIVE INC. on its Form 10-Q dated 2024-04-22 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from GROUP 1 AUTOMOTIVE INC.’s 10-Q dated 2024-04-22. This page is a static snapshot rebuilt weekly on 04 October 2026; a live search always shows the current data.

At GROUP 1 AUTOMOTIVE INC.'s shareholder meeting held 2024-05-15, in the 2023-2024 proxy season, 372 asset managers reported how they voted in their SEC Form N-PX filings, covering 5,170 separate fund positions. Their filings are grouped here into 17 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — Advisory Vote to Approve Executive Compensation. — the proposal passed with 98% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: GROUP 1 AUTOMOTIVE INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission (filing date not recorded for this item).

GROUP 1 AUTOMOTIVE INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.