-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V72JQiXT14Yo0lLoZzrqqueVdXt3tF2gYPucbBaAeAFbT6EVynYpc7DEKwiizMin zAFkbNc3PTY9B+Xmtbk2JQ== 0001193125-11-003827.txt : 20110107 0001193125-11-003827.hdr.sgml : 20110107 20110107172239 ACCESSION NUMBER: 0001193125-11-003827 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110107 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110107 DATE AS OF CHANGE: 20110107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AUTONATION, INC. CENTRAL INDEX KEY: 0000350698 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 731105145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13107 FILM NUMBER: 11518328 BUSINESS ADDRESS: STREET 1: 200 SW 1ST AVE STREET 2: SUITE 1600 CITY: FORT LAUDERDALE STATE: FL ZIP: 33301 BUSINESS PHONE: 9547696000 MAIL ADDRESS: STREET 1: 200 SW 1ST AVE STREET 2: SUITE 1600 CITY: FORT LAUDERDALE STATE: FL ZIP: 33301 FORMER COMPANY: FORMER CONFORMED NAME: AUTONATION, INC. /FL DATE OF NAME CHANGE: 20090827 FORMER COMPANY: FORMER CONFORMED NAME: AutoNation, Inc. /FL DATE OF NAME CHANGE: 20090827 FORMER COMPANY: FORMER CONFORMED NAME: AUTONATION INC /FL DATE OF NAME CHANGE: 19990407 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date Of Report (Date Of Earliest Event Reported) January 7, 2011

 

 

AutoNation, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-13107      73-1105145

(State or other jurisdiction

of incorporation)

 

(Commission     

File Number)     

 

(IRS Employer

Identification No.)

200 SW 1st Ave

Fort Lauderdale, Florida 33301

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code (954) 769-6000

 

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Item 5.04 Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.

On December 7, 2010, AutoNation, Inc. (the “Company”) received a notice from the Plan Administrator of the AutoNation 401(k) Plan (the “Plan”) notifying the Company of a blackout period under the Plan, pursuant to Section 101(i)(2)(E) of the Employee Retirement Income Security Act of 1974, as amended. On December 7, 2010, pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 and Section 104 of Regulation BTR, the Company sent a notice (the “Prior Notice”) of the blackout period to its directors and executive officers, a copy of which was filed as Exhibit 99.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 7, 2010. The Prior Notice indicated that the blackout period was required due to a change in recordkeepers for the Plan and was expected to begin on December 28, 2010 and end on January 22, 2011 (the “Blackout Period”).

On January 7, 2011, pursuant to Section 306 of the Sarbanes-Oxley Act of 2002 and Section 104 of Regulation BTR, the Company sent an updated notice (the “Updated Notice”) to its directors and executive officers informing them that because the change in recordkeepers and the related data transfers are expected to be completed earlier than anticipated, the blackout period is now expected to end on January 10, 2011. A copy of the Updated Notice is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

99.1    Notice to Directors and Executive Officers dated January 7, 2011.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  AUTONATION, INC.
Date: January 7, 2011   By:  

/s/ Jonathan P. Ferrando

    Jonathan P. Ferrando
    Executive Vice President, General Counsel and Secretary


Exhibit Index

 

Exhibit No.

  

Description

99.1    Notice to Directors and Executive Officers dated January 7, 2011.
EX-99.1 2 dex991.htm NOTICE TO DIRECTORS AND EXECUTIVE OFFICERS DATED JANUARY 7, 2011 Notice to Directors and Executive Officers dated January 7, 2011

Exhibit 99.1

Important Update on Blackout Period for

Directors and Executive Officers of AutoNation, Inc.

January 7, 2011

This is an update to the notice we sent you on December 7, 2010. As you may recall, we sent that notice because federal securities laws require us to send you a notice whenever restrictions are imposed on your trading in common stock (including derivatives) of AutoNation, Inc. (“AutoNation”) due to a blackout of the AutoNation 401(k) Plan (the “Plan”) that lasts for a period of more than three consecutive business days. The Plan is changing recordkeepers from Merrill Lynch, Pierce, Fenner & Smith Incorporated to Wells Fargo Institutional Retirement and Trust, and as a result, there has been a blackout period (the “Blackout Period”) during which participants in the Plan have been temporarily unable to change their contribution rates, request withdrawals or distributions, request new loans, change investment selections or otherwise perform account transactions under the Plan.

The Blackout Period was expected to end on January 22, 2011. Because the change in recordkeepers and the related data transfers are expected to be completed earlier than anticipated, the Blackout Period is now expected to end on January 10, 2011.

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