DINO Issues $500M of 5.500% Notes Maturing in 2032; Press Release Furnished

Rhea-AI Filing Summary

HF Sinclair Corporation announced it has priced $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2032. The filing states the company has established a fixed-rate, long-term obligation that carries a 5.500% coupon and matures in 2032. A press release describing the pricing is furnished as Exhibit 99.1 and incorporated by reference into Item 7.01. The filing does not disclose the use of proceeds, underwriting parties, covenants, or other offering mechanics, so investors are informed of the new debt size, coupon and maturity but not the transaction structure or intended cash deployment.

Positive

• Priced $500,000,000 aggregate principal amount of senior notes, providing clear information on debt size
• Coupon and maturity disclosed: 5.500% fixed-rate notes maturing in 2032

Negative

• None.

Insights

Financial Analyst

TL;DR: HF Sinclair added $500M of long-term fixed-rate debt at a 5.5% coupon; the filing is material but lacks transaction details.

The issuance increases the companys long-term funded debt by $500 million with a stated coupon of 5.500% and maturity in 2032. For investors, the key quantified impacts disclosed are the principal amount, coupon and maturity; absent are use of proceeds, covenant package, and underwriting information that would clarify refinancing versus growth financing and potential covenant constraints. Without those details, the market can only confirm the size and cost of the new debt, not its strategic or liquidity implications.

Debt Capital Markets Specialist

TL;DR: Pricing of $500M 5.50% notes to 2032 is a material financing event; full impact depends on undisclosed terms and proceeds use.

The filing confirms a completed debt pricing for $500,000,000 of senior notes bearing a 5.500% coupon maturing in 2032. From a capital-markets perspective, the announced coupon and tenor define the explicit cash interest cost and tenor extension, but critical elements such as security, covenants, call provisions, net proceeds allocation and underwriter syndicate are not provided in this report. Those missing items are necessary to assess refinancing risk, covenant headroom, and net leverage effects.

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 2025-08-11 2025-08-11

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 11, 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)		(IRS Employer Identification Number)

2323 Victory Ave., Suite 1400 Dallas, TX		75219
(Address of principal executive offices)		(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 11, 2025, HF Sinclair Corporation (the “Corporation”) issued a press release announcing the pricing of $500,000,000 aggregate principal amount of its 5.500% Senior Notes due 2032. A copy of the Corporation’s press release is furnished with this Current Report on Form 8-K as Exhibit 99.1 and incorporated into this Item 7.01 by reference.

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.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number		Description
99.1*		Press Release of the Corporation issued August 11, 2025.
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

* Furnished herewith.

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 11, 2025

FAQ

What did HF Sinclair (DINO) announce in this 8-K?

The company announced it priced $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2032.

What is the coupon rate and maturity for the notes priced by DINO?

The notes carry a 5.500% coupon and mature in 2032.

Is the press release about the note pricing included in the filing?

Yes. The press release is furnished as Exhibit 99.1 and is incorporated by reference into Item 7.01.

Does the filing state how HF Sinclair will use the proceeds from the notes?

No. The filing does not disclose the use of proceeds.

Does the 8-K provide underwriting, covenant or call feature details for the notes?

No. The filing does not provide information on underwriters, covenants, call features, or other offering mechanics.