X0306 4/A 2017-02-08 2017-02-10 0 0001019849 PENSKE AUTOMOTIVE GROUP, INC. PAG 0000942439 PENSKE ROGER S 2555 TELEGRAPH ROAD BLOOMFIELD HILLS MI 48302 1 1 1 0 Chairman & CEO Common Stock (Restricted Shares) 2017-02-08 4 A 0 87085 A 1080422 D This Form 4 is being amended to correct the number of shares awarded which was previously noted improperly due to a computational error. 15% of the shares vest on June 1, 2018, 15% of the shares vest on June 1, 2019, 20% of the shares vest on June 1, 2020 and 50% of the shares vest on June 1, 2021. Price is not relevant to this transaction. Mr. Penske also reports indirect beneficial ownership of 32,584,940 shares held by Penske Automotive Holdings Corp. (a subsidiary of Penske Corporation) and 492,185 shares held by Penske Corporation. Mr. Penske disclaims beneficial ownership of the securities held indirectly, except to the extent of his pecuniary interest, if any, and this report shall not be deemed an admission that he is the beneficial owner of such securities. /s/Shane M. Spradlin as attorney in fact 2017-03-16