HF Sinclair Announces Redemption Terms for 2026 & 2027 Notes

Rhea-AI Filing Summary

HF Sinclair Corporation announced it will redeem all of its outstanding 5.875% Senior Notes due 2026, its 6.375% Senior Notes due 2027 (the 2027 DINO Notes), and all outstanding 6.375% Senior Notes due 2027 issued by wholly owned subsidiaries Holly Energy Partners, L.P. and Holly Energy Finance Corp. The redemption price for the 2026 Notes will be the greater of 100% of principal or a make-whole premium plus accrued interest; the 2027 DINO Notes and 2027 HEP Notes will be redeemed at 101.594% of principal plus accrued interest. The scheduled redemption date is August 30, 2025. A press release dated August 20, 2025 is attached as Exhibit 99.1 and incorporated by reference. The filing clarifies this Current Report is not itself the formal notice of redemption.

Positive

• Full redemption specified for 2026, 2027 DINO, and 2027 HEP notes, removing those obligations if completed
• Redemption prices disclosed, including make-whole treatment for 2026 notes and fixed 101.594% for 2027 notes, giving creditors clarity
• Redemption date provided: August 30, 2025, enabling precise planning for stakeholders

Negative

• Current Report is not the formal notice of redemption, so final payment mechanics and trustee instructions are not included
• No financial impact figures (e.g., aggregate principal amounts outstanding, cash required) are provided in the excerpt

Insights

Corporate Finance Analyst

TL;DR: HF Sinclair will retire specific 2026 and 2027 senior notes, specifying redemption prices and an August 30, 2025 redemption date.

The company provides clear terms for redeeming three series of senior notes, including a make-whole option for the 2026 notes and fixed premiums of 101.594% for the 2027 notes. Redeeming these obligations will remove the specified debt from the balance sheet if completed on the stated date. The filing notes an attached press release and states this report is not the formal redemption notice, indicating follow-up documentation will provide the formal mechanics and payment details.

Debt Capital Markets Specialist

TL;DR: Redemption terms and prices are disclosed; investors now know which notes will be retired and the exact economic treatment.

The disclosure lists redemption mechanics: the 2026 notes redeem at the greater of par or a make-whole premium plus accrued interest, while the 2027 DINO and HEP notes redeem at 101.594% plus accrued interest, with a scheduled redemption date of August 30, 2025. The inclusion of subsidiary-issued HEP notes clarifies corporate-level control over the transaction. The filing’s statement that it is not the formal notice suggests administrative steps remain before payment.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

HF Sinclair Corp NYSE false 0001915657 0001915657 2025-08-20 2025-08-20

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): August 20, 2025

HF SINCLAIR CORPORATION

(Exact Name of Registrant as specified in its charter)

Delaware		001-41325		87-2092143
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

2323 Victory Ave., Suite 1400 Dallas, TX		75219
(Address of principal executive office)		(Zip Code)

Registrant’s telephone number, including area code: (214) 871-3555

Not Applicable

(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:

☐ 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))

Securities registered pursuant to 12(b) of the Securities Exchange Act of 1934:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.01 par value		DINO		New York Stock Exchange
Common Stock $0.01 par value		DINO		NYSE Texas, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01. Regulation FD Disclosure.

On August 20, 2025, HF Sinclair Corporation, a Delaware corporation (the “Corporation”), announced that it will redeem all of its outstanding 5.875% Senior Notes due 2026 (the “2026 Notes”) and its 6.375% Senior Notes due 2027 (the “2027 DINO Notes”) and all of the outstanding 6.375% Senior Notes due 2027 of Holly Energy Partners, L.P., a Delaware limited partnership, and Holly Energy Finance Corp,. a Delaware corporation, each a wholly owned subsidiary of the Corporation (the “2027 HEP Notes” and together with the 2026 Notes and the 2027 DINO Notes, the “Notes”). The redemption price (i) for the 2026 Notes will equal the greater of (a) 100% of the principal amount of the 2026 Notes to be redeemed and (b) the “make-whole” redemption premium specified in the indenture, as supplemented, governing the Notes, plus, in either case, accrued and unpaid interest to the Redemption Date (as defined below), (ii) for the 2027 DINO Notes will equal 101.594% of the outstanding aggregate principal amount of the 2027 DINO Notes, plus accrued and unpaid interest to the Redemption Date (as defined below), and (iii) for the 2027 HEP Notes will equal 101.594% of the outstanding aggregate principal amount of the 2027 HEP Notes, plus accrued and unpaid interest to the Redemption Date (as defined below). The redemption of the Notes is scheduled to occur on August 30, 2025 (the “Redemption Date”). A copy of the Corporation’s press release announcing the redemption is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 in its entirety. This Current Report on Form 8-K does not constitute a notice of redemption of the Notes.

The information contained in, or incorporated into, this Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference to such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1		Press Release of the Corporation issued August 20, 2025.
104		Cover Page Interactive Data File (embedded within the Inline XBRL documents).

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 thereunto duly authorized.

HF SINCLAIR CORPORATION
By:		/s/ Atanas H. Atanasov
		Atanas H. Atanasov
		Executive Vice President and Chief Financial Officer

Date: August 20, 2025

FAQ

What debt securities is HF Sinclair (DINO) redeeming?

HF Sinclair will redeem its 5.875% Senior Notes due 2026, its 6.375% Senior Notes due 2027 (the 2027 DINO Notes), and the 6.375% Senior Notes due 2027 of Holly Energy Partners and Holly Energy Finance.

When is the scheduled redemption date for the notes?

The scheduled Redemption Date is August 30, 2025.

What redemption prices does HF Sinclair disclose?

The 2026 Notes will redeem at the greater of 100% of principal or a make-whole premium plus accrued interest; the 2027 DINO and 2027 HEP Notes will redeem at 101.594% of principal plus accrued interest.

Does this 8-K serve as the formal notice of redemption?

No. The filing explicitly states this Current Report does not constitute a notice of redemption of the Notes.

Is there an attached press release with more details?

Yes. A press release dated August 20, 2025 is attached as Exhibit 99.1 and incorporated into the Item.