X0306 4 2013-09-20 0001031203 GROUP 1 AUTOMOTIVE INC GPI 0001570998 Pereira Lincoln 800 GESSNER SUITE 500 HOUSTON TX 77024 1 Common Stock 2013-09-20 4 J 0 14275 57.74 D 347371 D Forfeiture of shares pursuant to Escrow Agreement dated as of February 28, 2013, entered into pursuant to a Share Purchase Agreement dated effective January 24, 2013, as amended February 27, 2013, by and between Group 1 Automotive, Inc. (the "Issuer"), the Reporting Person, the other shareholders of UAB Motors Participacoes, S.A., and UAB Motors Participacoes, S.A., as Intervening and Consenting Party. Following certain Purchase Price Adjustments (as defined in the Share Purchase Agreement), the shares were forfeited and returned to Issuer. /s/ Beth Sibley, attorney-in-fact for Lincoln Pereira 2013-09-20