[Form 4] HF Sinclair Corp Insider Trading Activity

Rhea-AI Filing Summary

REH Advisors Inc. reported a private sale of 1,948,558 shares of HF Sinclair Corp (DINO) executed on 09/16/2025 at a price of $51.32 per share to the issuer under a Stock Purchase Agreement. After the transaction the reporting entity beneficially owned 14,109,141 shares, reported as disposed (direct ownership). The filing notes that Ross B. Matthews serves as the reporting entity's representative on the issuer's board and that the reporting entity constitutes a "director by deputization." The form documents an insider transfer of a material block of common stock to the company in a private transaction.

Positive

• Private sale to the issuer of 1,948,558 shares reduces public float without an open-market sale
• Reporting entity retains a substantial holding of 14,109,141 shares after the transaction

Negative

• Material disposition of 1,948,558 shares by a director-affiliated entity could represent a notable insider reduction
• No explanatory details provided about the rationale for the sale or its effect on share count or capital structure

Insights

Corporate Governance Expert

TL;DR: Director-affiliated entity sold a large block back to the issuer, signaling an insider share transfer to the company rather than to the market.

The transaction documents a private purchase by the issuer of 1,948,558 shares from REH Advisors Inc. Such privately negotiated purchases reduce outstanding free float without an open-market sale and can impact share count metrics and per-share calculations. Disclosure also clarifies board representation: Ross B. Matthews is the reporting entity's representative, which is important for ownership alignment and related-party considerations. No other transaction types or derivative positions are reported.

Securities Analyst

TL;DR: A meaningful insider disposal occurred via a private sale to the issuer; net beneficial holdings remain substantial at over 14 million shares.

The reported sale of 1,948,558 shares at $51.32 each indicates a material block transfer but not an open-market disposition that would signal immediate market pressure. Post-transaction beneficial ownership of 14,109,141 shares suggests continued significant exposure by the reporting entity. The filing contains no information on motivations, use of proceeds, or any change to derivative holdings. Market impact depends on context not provided in this form.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

REH Advisors Inc.

(Last) (First) (Middle)

2800 WEST LINCOLNWAY

(Street)

CHEYENNE WY 82009

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HF Sinclair Corp [ DINO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/16/2025		D(1)		1,948,558	D	$51.32	14,109,141	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were sold by the Reporting Person to the Issuer in a private transaction pursuant to the Stock Purchase Agreement between the Reporting Person and the Issuer dated September 16, 2025.

Remarks:

Ross B. Matthews currently serves as representative of the Reporting Person on the Issuer's board of directors, and therefore the Reporting Person constitutes a "director by deputization" of the Issuer.

	REH ADVISORS INC., By: /s/ Ross B. Matthews, Name: Ross B. Matthews, Title: Chair of the Board	09/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What transaction did REH Advisors Inc. report for DINO?

The filing reports a private sale of 1,948,558 shares of HF Sinclair Corp executed on 09/16/2025 at $51.32 per share to the issuer.

How many DINO shares does the reporting entity own after the transaction?

The reporting entity beneficially owned 14,109,141 shares following the reported transaction.

Who signed the Form 4 on behalf of REH Advisors Inc.?

The Form 4 is signed by Ross B. Matthews, noted as Chair of the Board and representative of REH Advisors Inc.

Was this sale an open-market transaction or private sale?

The filing specifies the shares were sold to the Issuer in a private transaction pursuant to a Stock Purchase Agreement dated 09/16/2025.

Does the filing report any derivative transactions for DINO?

No. Table II for derivative securities contains no reported transactions or holdings in this filing.