Every 8-K that HF Sinclair Corp (DINO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow DINO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full DINO filings page.
HF Sinclair Corp (DINO) reported that its Board of Directors authorized a new $1.5 billion share repurchase program, effective August 26, 2026. This new authorization replaces all existing repurchase authorizations, which had about $11 million remaining from a program first approved in May 2024.
Repurchases may occur in the open market, through privately negotiated transactions, or by other methods permitted under federal securities laws, including privately negotiated repurchases from REH Advisors Inc., subject to REH’s interest and other limits. The Board also authorized repurchases sufficient to offset shares issued under compensation programs. The timing and total amount repurchased will depend on market and corporate considerations, and the Board may discontinue the program at any time.
HF Sinclair Corporation agreed to repurchase 2,375,000 shares of its common stock from REH Advisors Inc. at $89.41 per share, for an aggregate price of approximately $212 million, under a privately negotiated Stock Purchase Agreement dated August 2, 2026. The transaction will be funded with cash on hand, is expected to close on or around August 5, 2026, and the shares will be held as treasury stock.
In connection with this agreement, the Board increased the previously authorized $1 billion Share Repurchase Program by $15 million, effective July 31, 2026. The company has repurchased over $1 billion of common stock under this program, including this transaction, and reports approximately $11 million of repurchase authorization remaining. This is the twenty-second privately negotiated repurchase from REH under the program, which may be discontinued at any time and whose future activity will depend on market and other conditions.
HF Sinclair Corporation states that its Executive Vice President and General Counsel, Eric Nitcher, is retiring from his executive officer role effective July 31, 2026. He notified the Board of Directors of this decision on July 27, 2026.
Nitcher is expected to remain an employee through the end of 2026 to support an orderly transition and assist the company in an advisory capacity. His successor will be named later. The company notes that his decision to retire was not the result of any disagreement with HF Sinclair or its Board. The report is signed by Chief Executive Officer Franklin Myers.
HF Sinclair Corporation reported a strong second quarter for the quarter ended June 30, 2026, with net income attributable to stockholders of $892 million, or $4.93 per diluted share, up from $208 million, or $1.10, a year earlier. Sales and other revenues were $10,390 million, a 53% increase from $6,784 million, and Adjusted EBITDA reached $1,482 million versus $665 million in the prior-year quarter. Management highlighted broad-based contributions from Refining, Renewables, Marketing and Lubricants & Specialties, with refining margins and renewables profitability improving sharply.
The company returned $265 million to stockholders in the quarter through a $0.50 per share dividend and $179 million of share repurchases, and the board declared a 5% higher regular quarterly dividend of $0.525 per share, payable September 2, 2026 to holders of record on August 11, 2026. Net cash provided by operations was $1,510 million, lifting cash and cash equivalents to $2,262 million at June 30, 2026, with consolidated debt at $2,772 million.
HF Sinclair also outlined a strategic transformation, planning to separate its Lubricants & Specialties segment through the capital markets into an independent, publicly traded company in a tax-efficient manner, intended to be executed over the next 12–18 months, subject to customary approvals and conditions. As part of this shift, the company plans to retire its base oil refining assets in Mississauga, Ontario by 2027, while maintaining regional operations and sourcing base oils under new commercial agreements.
HF Sinclair Corporation announced leadership changes and related pay adjustments. The Board appointed Steven Ledbetter as President and Chief Operating Officer and Valerie Pompa as President, Growth, Technology and Transformation. Ledbetter and Pompa were previously Executive Vice Presidents overseeing commercial and operations, respectively.
Franklin Myers ceased serving as President but will continue as Chief Executive Officer. Effective July 6, 2026, Ledbetter’s 2026 base salary increases to $750,000 with a higher annual bonus target tied to base salary, while Pompa’s 2026 base salary rises to $700,000 with an increased incentive target. Both remain covered by existing severance, change in control and benefit plans. The company also issued a press release detailing their backgrounds and the strategic focus of the new roles.
HF Sinclair Corporation agreed to a privately negotiated stock repurchase from REH Advisors Inc., buying 1,455,180 common shares at $68.72 per share for a total of $100 million. The purchase will be funded with cash on hand and the shares will be held as treasury stock.
This transaction is the twenty-first privately negotiated repurchase between the parties and is being made under HF Sinclair’s previously authorized $1 billion share repurchase program. Including this deal, the company has repurchased $717 million of common stock under the program. The transaction is expected to close on or around May 21, 2026, and future repurchases will depend on market and corporate considerations.
HF Sinclair Corporation terminated its Executive Vice President and Chief Financial Officer, Atanas Atanasov, effective May 13, 2026. If he satisfies the conditions of the company’s Severance Pay Plan, he will receive the benefits provided under that plan, as described in the March 31, 2026 proxy statement.
The filing notes that Atanasov had been on leave from his duties since February 24, 2026. Since that date, Vice President, Chief Accounting Officer and Controller Vivek Garg has been serving as acting Chief Financial Officer, providing continuity in the company’s finance leadership.
HF Sinclair Corporation reported results from its 2026 Annual Meeting of Stockholders held on May 13, 2026. A total of 164,376,715 shares were present in person or by proxy, representing over 91% of the 180,273,453 shares outstanding and entitled to vote as of the March 16, 2026 record date.
Stockholders elected all ten director nominees to serve until the 2027 annual meeting or earlier resignation or removal. Support for individual nominees ranged from 135,194,656 to 147,055,317 votes cast "For," with additional "Against," "Abstain" and broker non-votes reported for each.
Stockholders also approved, on an advisory basis, the compensation of HF Sinclair’s named executive officers, with 144,901,756 votes "For," 2,585,631 "Against," and 386,500 "Abstain," plus 16,502,828 broker non-votes. In addition, they ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the 2026 fiscal year, with 159,658,363 votes "For," 4,306,021 "Against," and 412,331 "Abstain."
HF Sinclair Corporation has finalized the departure of Chief Executive Officer and President Timothy Go through a Separation and Release Agreement effective May 11, 2026. Go resigned from all roles, including his Board seat, and confirmed his exit is not due to any disagreement over company operations or policies.
The agreement grants Go a separation payment of $4,735,000 in twelve monthly installments and continued access to group health coverage for 12 months at active employee rates if he elects COBRA. He also receives accelerated vesting of 29,616 restricted stock units and time-based vesting on 163,609 performance share units, with actual PSU payouts still tied to original performance goals.
Go’s benefits depend on honoring ongoing confidentiality, non-compete, and non-solicitation obligations and not revoking his release of claims. The filing also notes that Executive Vice President and Chief Financial Officer Atanas Atanasov remains on leave, and efforts to reach a mutually agreeable separation agreement with him have so far not succeeded.
HF Sinclair Corporation reported a sharp turnaround for the quarter ended March 31, 2026, with net income attributable to stockholders of $648 million, or $3.56 per diluted share, compared to a net loss of $4 million, or $(0.02) per diluted share, a year earlier. Adjusted net income was $127 million, or $0.69 per diluted share, versus an adjusted net loss of $50 million in the prior-year quarter.
Sales and other revenues rose to $7.12 billion, up 12% from $6.37 billion, while EBITDA increased to $1.10 billion and Adjusted EBITDA to $426 million. Refining and Renewables swung from segment losses to solid profits, aided by higher margins, volumes and favorable inventory valuation and tax credit effects, while Marketing, Lubricants & Specialties, and Midstream all remained profitable.
Operating cash flow was $457 million, and cash and cash equivalents reached $1.15 billion at March 31, 2026, against consolidated debt of $2.77 billion. The company returned $167 million to stockholders through dividends and buybacks and declared a regular quarterly dividend of $0.50 per share, payable June 2, 2026 to shareholders of record on May 11, 2026.
HF Sinclair Corporation details compensation for Acting CEO and President Franklin Myers, who began serving in this temporary role on February 17, 2026. His package includes a monthly cash stipend of $9,000 for qualifying business expenses and equity-based incentives.
Myers will receive a one-time grant of restricted stock units with a grant-date value of approximately $105,000, plus additional restricted stock unit grants of approximately $105,000 on or around the 17th of each month starting in April 2026 while he serves as Acting CEO. He participates in standard employee benefit plans, will not be paid for concurrent Board service, and the Board will review his compensation arrangements in good faith at least quarterly.
HF Sinclair Corporation appointed Vivek Garg
For his additional duties, Mr. Garg will receive a $25,000 monthly cash stipend starting March 1, 2026, prorated for any partial month of service as acting CFO. He will also receive a one-time restricted stock unit grant valued at $375,000, with 50% vesting on December 1, 2026 and 50% on December 1, 2027, subject to continued employment, and pro-rata vesting on death or disability. The grant is governed by the company’s long-term incentive plan and a standard award agreement. Mr. Garg remains covered by an existing change in control agreement and indemnification agreement and continues in the usual employee benefit and bonus programs.
HF Sinclair Corporation reported much stronger 2025 results while announcing leadership and reporting-process changes. For Q4 2025, the company posted a net loss attributable to stockholders of $28 million (vs. $214 million a year earlier) but delivered adjusted net income of $221 million, or $1.20 per diluted share. Full-year 2025 net income was $579 million, with adjusted net income of $951 million and adjusted EBITDA of $2.3 billion. HF Sinclair returned $724 million to shareholders through dividends and buybacks and declared a regular quarterly dividend of $0.50 per share.
Operationally, refining margins improved sharply, supported by higher adjusted refinery gross margins and benefits from small refinery RINs waivers, while Midstream and Marketing achieved record earnings. At the same time, CEO and President Tim Go requested a voluntary leave of absence, and Board Chair Franklin Myers was appointed temporary CEO and President. The Audit Committee is assessing matters related to the company’s disclosure processes, so 2025 results are currently unaudited. The committee has determined these matters do not affect the announced 2025 results, and the company currently expects to file its Form 10-K on time.
HF Sinclair Corporation outlined its expected cash spending for fiscal year 2026, providing guidance for capital expenditures and refinery turnarounds. The company plans total capital spending of $775 million, including $650 million of sustaining capital and turnaround and catalyst costs and $125 million of growth capital investments. Within sustaining capital, HF Sinclair expects to spend $225 million on Refining, $6 million on Renewables, $25 million on Lubricants & Specialties, $30 million on Marketing, $30 million on Midstream and $9 million at Corporate, plus $325 million on turnarounds and catalysts. These figures reflect the company’s current plans and are described as forward-looking statements subject to a wide range of operating, market, regulatory and geopolitical risks.
HF Sinclair Corporation filed a current report to share that it has prepared an investor presentation for meetings with current and potential investors. The presentation, furnished as Exhibit 99.1, is provided under Regulation FD, which is meant to ensure all investors have equal access to important company information. The company notes that this material is being "furnished" rather than "filed," meaning it is not subject to certain legal liabilities and is not automatically incorporated into other securities filings unless specifically referenced.
HF Sinclair Corporation (DINO) disclosed a new privately negotiated share repurchase from longtime holder REH Advisors Inc. The company agreed to buy back 437,238 shares of its common stock at $54.89 per share, for a total of $24 million, funded with cash on hand. The repurchased shares will be held as treasury stock, and this is the twentieth such transaction between the parties.
The buyback is being made under HF Sinclair’s previously announced $1 billion share repurchase program authorized on May 7, 2024 and is expected to close on or around November 21, 2025. Including this deal, the company has repurchased $515 million of common stock under the program, with future repurchases subject to market conditions and other corporate and regulatory considerations.
HF Sinclair Corporation entered a Stock Purchase Agreement to repurchase 960,061 shares of its common stock from REH Advisors Inc. at $52.08 per share, for an aggregate $50 million. The buyback will be funded with cash on hand and the shares will be held as treasury stock. The transaction, the nineteenth privately negotiated repurchase with this holder, is expected to close on or around November 6, 2025.
The repurchase is under HF Sinclair’s previously authorized $1 billion share repurchase program. Including this transaction, the company has repurchased $466,256,859 of common stock to date under the program. Future repurchases will depend on market conditions and other considerations, and the program may be discontinued by the board.
HF Sinclair Corporation furnished an update on its third quarter 2025 results and announced a regular quarterly dividend of $0.50 per share.
The company disseminated details via a press release attached as Exhibit 99.1. The information provided under the results disclosure was furnished, not filed under the Exchange Act.
HF Sinclair Corporation disclosed that it entered into a Stock Purchase Agreement with REH Advisors Inc. to repurchase 1,948,558 shares of its common stock in a privately negotiated transaction. The company will pay $51.32 per share, for an aggregate purchase price of $99,999,997 funded with cash on hand, and the repurchased shares will be held as treasury stock.
This buyback is being made under HF Sinclair’s previously disclosed $1 billion share repurchase program authorized on May 7, 2024, and is expected to be completed on or around September 19, 2025. Including this transaction, the company has repurchased $411,256,895 of common stock under the program. The timing and amount of any additional repurchases, including potential future transactions with REH, will depend on market and other considerations, and the program can be discontinued by the board at any time.
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.
HF Sinclair Corporation disclosed that it has entered into an Underwriting Agreement dated August 11, 2025 with Citigroup Global Markets Inc., TD Securities (USA) LLC, Truist Securities, Inc., and Scotia Capital (USA) Inc., acting as representatives of the underwriters. The filing references an existing Indenture dated April 27, 2022 and states the execution of a Fourth Supplemental Indenture dated August 18, 2025, together with a Form of Notes included as an exhibit.
The filing also includes an opinion and consent from Vinson & Elkins L.L.P. and notes that the cover page interactive data file is embedded within the Inline XBRL documents. The report is signed by Atanas H. Atanasov, Executive Vice President and Chief Financial Officer. These documents indicate the company has completed legal and underwriting steps related to a debt issuance documented in the exhibits.
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.
HF Sinclair Corporation announced it has commenced a cash tender offer to purchase any and all of its 5.875% Senior Notes due 2026 and 6.375% Senior Notes due 2027. The terms and conditions of the Tender Offer are set forth in an Offer to Purchase dated August 11, 2025. The company filed a related press release as Exhibit 99.1 to the Form 8-K and included the cover page interactive XBRL file as Exhibit 104. The filing provides notice of the debt repurchase solicitation but does not disclose purchase amounts, total outstanding principal subject to the offer, prices, or whether the offer is conditioned on any minimum tender or financing.