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Sonic Automotive (NYSE: SAH) director granted 4,373 RSUs, expanding holdings

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SMITH BRYAN SCOTT reported acquisition or exercise transactions in this Form 4 filing.

Sonic Automotive director Bryan Scott Smith reported a compensation-related equity grant in Class A Common Stock. He received 4,373 restricted stock units at a price of $0.00 per share under the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors, Amended and Restated Effective as of April 29, 2026.

After this award, Smith directly owns 401,830 shares of Class A Common Stock. The filing also shows an indirect holding of 836,534 shares held by OBS Family, LLC, for which he disclaims beneficial ownership except to the extent of his pecuniary interest.

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Insider SMITH BRYAN SCOTT
Role null
Type Security Shares Price Value
Grant/Award Class A Common Stock 4,373 $0.00 --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class A Common Stock — 401,830 shares (Direct, null); Class A Common Stock — 836,534 shares (Indirect, by OBS Family, LLC)
Footnotes (1)
  1. Restricted stock units granted pursuant to the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors, Amended and Restated Effective as of April 29, 2026. The reporting person disclaims beneficial ownership of such shares of Sonic Automotive, Inc.'s Class A Common Stock, except to the extent of his pecuniary interest therein.
RSUs granted 4,373 units Restricted stock units of Class A Common Stock granted at $0.00
Grant price $0.00 per share Price per share for the 4,373 restricted stock units
Direct holdings after grant 401,830 shares Class A Common Stock directly owned after the award
Indirect holdings 836,534 shares Class A Common Stock held indirectly by OBS Family, LLC
Award date April 30, 2026 Transaction date for the RSU grant entry
Acquisition transactions 1 transaction transactionSummary acquireCount for this Form 4
Restricted stock units financial
"Restricted stock units granted pursuant to the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors financial
"granted pursuant to the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors"
pecuniary interest financial
"disclaims beneficial ownership ... except to the extent of his pecuniary interest therein"
indirect ownership financial
"Class A Common Stock, indirect ownership by OBS Family, LLC"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
SMITH BRYAN SCOTT
(Last)(First)(Middle)
C/O SONIC AUTOMOTIVE, INC.
4401 COLWICK ROAD
(Street)
CHARLOTTE NORTH CAROLINA 28211
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
SONIC AUTOMOTIVE INC [ SAH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/30/2026A4,373A$0(1)401,830D
Class A Common Stock836,534Iby OBS Family, LLC(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Restricted stock units granted pursuant to the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors, Amended and Restated Effective as of April 29, 2026.
2. The reporting person disclaims beneficial ownership of such shares of Sonic Automotive, Inc.'s Class A Common Stock, except to the extent of his pecuniary interest therein.
Remarks:
/s/ B. Scott Smith04/30/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did SONIC AUTOMOTIVE INC (SAH) report for Bryan Scott Smith?

SONIC AUTOMOTIVE INC reported that director Bryan Scott Smith received 4,373 restricted stock units of Class A Common Stock as a compensation grant. The award was made at $0.00 per share under the company’s non-employee director equity plan.

How many SONIC AUTOMOTIVE INC (SAH) shares does Bryan Scott Smith hold after this Form 4?

After this Form 4, Bryan Scott Smith directly holds 401,830 shares of Sonic Automotive Class A Common Stock. The filing also reports 836,534 shares held indirectly by OBS Family, LLC, with Smith disclaiming beneficial ownership except for his pecuniary interest.

What is the size and nature of the equity award to the SONIC AUTOMOTIVE INC (SAH) director?

The equity award to the Sonic Automotive director consists of 4,373 restricted stock units of Class A Common Stock. These were granted at $0.00 per share as a non-cash compensation grant under the 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors.

Which plan governs the restricted stock units granted in this SONIC AUTOMOTIVE INC (SAH) filing?

The restricted stock units were granted under the Sonic Automotive, Inc. 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors, Amended and Restated Effective as of April 29, 2026. This plan provides equity-based compensation specifically for non-employee directors.

What indirect holdings are disclosed for Bryan Scott Smith in SONIC AUTOMOTIVE INC (SAH)?

The filing discloses 836,534 shares of Sonic Automotive Class A Common Stock held indirectly by OBS Family, LLC. Bryan Scott Smith reports this position as indirect ownership and disclaims beneficial ownership except to the extent of his pecuniary interest in those shares.

Does the SONIC AUTOMOTIVE INC (SAH) Form 4 indicate an open-market buy or sell by the director?

The Form 4 does not show an open-market buy or sell by the director. Instead, it reports a compensation-related grant of 4,373 restricted stock units at $0.00 per share, classified as a grant, award, or other acquisition transaction.