Item 5.07 Submission of Matters to a Vote of Security Holders.

On April 20, 2021, Asbury Automotive Group, Inc. (the "Company") held its 2021 annual meeting of stockholders. The matters upon which the stockholders voted are set forth below.




Proposal 1

The nine director nominees named in the Company's proxy statement were elected, each to hold office until the 2022 annual meeting of stockholders and until their successors are duly elected and qualified, based upon the following votes:



NOMINEE                          FOR           WITHHELD        BROKER NON-VOTES
Thomas J. Reddin              17,811,127        266,370            495,807
Joel Alsfine                  18,036,587        40,910             495,807
Thomas C. DeLoach, Jr.        17,859,102        218,395            495,807
William D. Fay                18,069,227         8,270             495,807
David W. Hult                 17,996,860        80,637             495,807
Juanita T. James              17,853,432        224,065            495,807
Philip F. Maritz              17,757,352        320,145            495,807
Maureen F. Morrison           18,068,908         8,589             495,807
Bridget Ryan-Berman           17,840,112        237,385            495,807




Proposal 2

The proposal to approve an advisory resolution on the compensation of the Company's named executive officers was approved based on the following votes:



     FOR            AGAINST        ABSTAIN        BROKER NON-VOTES
  17,868,419        205,439         3,639             495,807





Proposal 3

The proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the year ending December 31, 2021 was approved based on the following votes:



     FOR            AGAINST        ABSTAIN
  18,461,010        110,706         1,588

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