HF Sinclair EVP reports equity award and tax-share surrender

HF Sinclair Corp EVP of Operations Valerie Pompa reported equity-related transactions in company stock.

Rhea-AI Filing Summary

HF Sinclair Corp EVP of Operations Valerie Pompa reported equity-related transactions in company stock. On 12/01/2025, she was issued 3,193 shares of common stock at a price of $0, settling performance share units granted under the company’s Amended and Restated 2020 Long Term Incentive Plan. On the same date, she surrendered 1,257 shares and separately 5,880 shares of common stock at a price of $53.02 per share to cover tax liabilities related to the share issuance and the vesting of restricted stock units. After these transactions, she directly beneficially owned 53,098 shares of HF Sinclair common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Pompa Valerie

Role EVP, Operations

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,193	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	1,257	$53.02	$67K
Exercise Price or Tax Liability	Common Stock	5,880	$53.02	$312K

Holdings After Transaction: Common Stock — 53,098 shares (Direct)

Footnotes (3)

1. F1. These shares were deemed issued to the reporting person to settle performance share units that were not derivative securities under the Issuer's Amended and Restated 2020 Long Term Incentive Plan.
2. F2. These shares were deemed surrendered to satisfy the reporting person's tax liability incident to the issuance of the shares reported on the preceding line.
3. F3. These shares were deemed surrendered to satisfy the reporting person's tax liability incident to the vesting of restricted stock unit grants previously reported.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HF Sinclair (DINO) disclose for 12/01/2025?

HF Sinclair disclosed that EVP of Operations Valerie Pompa was issued 3,193 shares of common stock on 12/01/2025 to settle performance share units under the company’s long-term incentive plan.

Why did HF Sinclair (DINO) EVP Valerie Pompa surrender shares on 12/01/2025?

She surrendered 1,257 shares and 5,880 shares of HF Sinclair common stock at $53.02 per share to satisfy tax liabilities tied to the new share issuance and the vesting of previously granted restricted stock units.

How many HF Sinclair (DINO) shares does Valerie Pompa own after the reported transactions?

Following the reported transactions on 12/01/2025, Valerie Pompa directly beneficially owned 53,098 shares of HF Sinclair common stock.

What plan governed the performance share units settled for HF Sinclair (DINO) EVP Pompa?

The performance share units settled into shares for Valerie Pompa were granted under HF Sinclair’s Amended and Restated 2020 Long Term Incentive Plan.

What do the transaction codes A and F mean in this HF Sinclair (DINO) Form 4?

Code A indicates shares acquired, here from settlement of performance share units, while code F indicates shares withheld or surrendered to cover tax obligations related to equity awards.

Is Valerie Pompa a major shareholder or an officer of HF Sinclair (DINO)?

In this filing, Valerie Pompa is identified as an officer of HF Sinclair, serving as EVP, Operations, rather than as a 10% owner.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 12/03/2025 - 05:09 PM EST Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pompa Valerie

(Last) (First) (Middle)

2323 VICTORY AVENUE

SUITE 1400

(Street)

DALLAS TX 75219

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

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	12/01/2025		A		3,193(1)	A	$0	60,235	D
Common Stock	12/01/2025		F		1,257(2)	D	$53.02	58,978	D
Common Stock	12/01/2025		F		5,880(3)	D	$53.02	53,098	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 deemed issued to the reporting person to settle performance share units that were not derivative securities under the Issuer's Amended and Restated 2020 Long Term Incentive Plan.

2. These shares were deemed surrendered to satisfy the reporting person's tax liability incident to the issuance of the shares reported on the preceding line.

3. These shares were deemed surrendered to satisfy the reporting person's tax liability incident to the vesting of restricted stock unit grants previously reported.

	Harrison Morris Attorney-in-Fact for Valerie Pompa	12/03/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.