SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

LAMPERT EDWARD S

(Last)

(First)

(Middle)

1170 KANE CONCOURSE, SUITE 200

(Street)

BAY HARBOR ISLANDS

33154

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
04/26/2024

3. Issuer Name and Ticker or Trading Symbol
AUTONATION, INC. [ AN ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	4,004,170⁽¹⁾⁽²⁾	D⁽³⁾

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

1. Due to clerical error, the Form 4 filing submitted by the reporting person on May 25, 2022, inadvertently excluded 50 shares of common stock of AutoNation, Inc. (the "Issuer"), par value $0.01 per share (each, a "Share") which were disposed of by the reporting person through open market sales on May 23, 2022, and the Form 4 filed by the reporting person on June 10, 2022, inadvertently excluded 540 Shares which were disposed of by the reporting person through open market sales on June 10, 2022. As a result, an aggregate 590 Shares were excluded for purposes of calculating the amount of securities beneficially owned by the reporting person in all Form 4s filed by the reporting person from June 10, 2022 through February 14, 2024.

2. (Continued from footnote 1) Upon discovering this discrepancy, the information reported on the Form 4 filed on March 22, 2024 was adjusted to account for the missing 590 Shares.

3. Includes 1,649 Shares held by The Nicholas Floyd Lampert 2015 Trust ("The Nicholas Trust"), and 1,649 Shares held by The Nina Rose Lampert 2015 Trust (the "The Nina Trust" and, together with The Nicholas Trust, the "Trusts"). The reporting person may be deemed to have beneficial ownership of securities owned by the Trusts. The reporting person disclaims beneficial ownership of the securities owned by the Trusts, except to the extent of the pecuniary interest of the reporting person in such securities. The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of any securities owned by the Trusts.

Remarks:

On April 26, 2024, the Issuer filed a Form 10-Q reporting its financial results for the quarterly period ending March 31, 2024. As a result, the reporting person learned that the Issuer had repurchased Shares. These repurchases resulted in a decrease in the total number of Shares outstanding and caused the reporting person to beneficially own in the aggregate more than 10% of the total Shares outstanding.

	EDWARD S. LAMPERT, By: /s/ Edward S. Lampert	05/06/2024
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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