Sinclair SEC Filings

Sinclair, Inc. (SBGI) insider David Bochenek filed an amended Form 4 to correct a prior administrative error in reporting a share transfer. On 11/19/2025, Bochenek transferred 5,954 shares of Class A common stock to his revocable trust, consisting of 5,352 shares held individually and 602 shares held in an Employee Stock Purchase Plan. Following this transaction, he is shown as beneficially owning 14,702 shares of Class A common stock directly. The explanation also notes additional holdings of 5,954 shares in a revocable trust, 3,539.055591 shares in a 401(k) unitized stock fund, and 0.856 shares in an Employee Stock Purchase Plan.

Sinclair, Inc. (SBGI) senior vice president and chief accounting officer David R. Bochenek reported changes in his holdings of Class A common stock. On 11/19/2025, a transaction coded "J" involved 5,352 shares classified as an acquisition.

Following this transaction, he directly beneficially owned 14,702 shares of Class A common stock. The explanation notes shares were transferred from his individual ownership to his revocable trust and that Class A common stock was issued as restricted stock. After the reported activity, he also held 5,352 shares in a revocable trust, 3,407.409064 shares in a 401(k) unitized stock fund, and 602.85 shares through an employee stock purchase plan.

Sinclair, Inc. (NASDAQ: SBGI) and Sinclair Broadcast Group, LLC filed a combined Form 10‑Q for the quarter ended September 30, 2025. The filing outlines operating and regulatory risks facing its broadcast and digital businesses, including cord‑cutting and distributor churn, shifts to OTT platforms, affiliation fee dynamics, and audience measurement changes. It also highlights exposure to FCC rulemaking on NextGen TV, retransmission consent negotiations, and ownership limits that can affect deal-making and revenue.

The company notes business-specific factors such as the performance and cost of network and syndicated programming, advertising demand across local, political, and programmatic channels, and the ability to service obligations under financing agreements. As of November 5, 2025, shares outstanding were 45,908,531 Class A and 23,775,056 Class B. The report also references segment activity (Local Media and Tennis) and standard forward‑looking statement cautions tied to macroeconomic conditions, labor actions, geopolitical events, cybersecurity, and technology adoption.

Sinclair, Inc. (SBGI) furnished its third-quarter 2025 results for the period ended September 30, 2025. The announcement was made via press release, which is attached as Exhibit 99.1. The filing states that the results of wholly owned subsidiary Sinclair Broadcast Group, LLC are reflected within the Company’s financial results. The information was provided under Item 2.02 and is furnished, not filed, meaning it is not deemed filed for purposes of Section 18 of the Exchange Act.

Sinclair, Inc. announced a planned Chief Financial Officer transition and post-employment arrangements for outgoing CFO Lucy Rutishauser. Ms. Rutishauser stepped down as CFO on July 7, 2025 to support transition activities and retired from employment effective October 1, 2025. Beginning on the retirement date, Sinclair and Ms. Rutishauser entered a consulting agreement for up to two years under which she will provide strategic consulting services at $593.75 per hour with a guaranteed minimum of eight hours per week.

The agreement requires Sinclair to pay for or reimburse Ms. Rutishauser's COBRA health coverage through April 1, 2027 (the Applicable COBRA Period). If consulting extends beyond that date, Sinclair will reimburse costs to secure equivalent health insurance above what she would have paid as an employee. The agreement also includes non-competition, non-solicitation and confidentiality restrictions and extends the post-termination exercise period for certain outstanding stock appreciation rights to the SARs' ten-year expiration. A copy of the agreement will be filed as an exhibit in the company’s Quarterly Report for the quarter ended September 30, 2025.

Sinclair, Inc. amended the employment agreement for Robert Weisbord, Chief Operating Officer and President of Broadcast, effective retroactively to January 1, 2025. His base salary is set at $1,000,000 annually through a term that now expires December 31, 2027, subject to extension. He is eligible for an annual cash bonus of $1,000,000, an additional annual "exceeds" bonus of up to $600,000, and an executive performance bonus of up to $800,000 for 2025 with 3% annual increases thereafter. He may receive annual restricted stock grants valued at $1,550,000 (2025), $1,260,000 (2026), and $1,323,000 (2027) vesting over two years, with 5% annual increases thereafter. If employed in good standing through January 1, 2027 or terminated without Cause before that date, he is eligible for a $5,000,000 Guaranteed Longevity Bonus payable in twelve monthly cash installments in 2027, or payable in full within 30 days if termination is due to a Change in Control.

Gabelli-affiliated reporting persons collectively hold 5,585,516 shares of Sinclair, representing 12.20% of the Class A common stock outstanding as reported in the issuer's most recently filed Form 10-Q. The largest position is GAMCO Asset Management Inc. with 4,110,137 shares (8.97%), followed by Gabelli Funds LLC with 1,137,854 shares (2.48%). The filing discloses that the group used approximately $7,032,182 in aggregate to purchase the additional shares since the prior Schedule 13D, with most funds provided through GAMCO advisory client accounts.

The reporting persons generally state sole voting and dispositive power over their reported holdings, but the filing notes specific exceptions: GAMCO lacks authority to vote 146,900 shares, Gabelli Funds' voting may be subject to a Proxy Voting Committee if joint filers' aggregate voting interest exceeds certain thresholds, and several individuals and entities hold power indirectly with respect to shares held by other reporting persons.

Sinclair, Inc. reported weaker advertising-driven results for the quarter ended June 30, 2025 across its two segments, local media and tennis. Total revenue fell to $784 million from $829 million a year earlier, driven largely by a sharp decline in political advertising (from $40 million to $6 million). Operating income declined to $21 million (from $64 million) as operating expenses stayed roughly level.

Higher financing costs and investment valuation losses turned the company to a quarterly net loss attributable to Sinclair of $64 million (basic diluted loss per share of $0.91). Interest expense rose and the company completed a material refinancing: STG issued $1,430 million of 8.125% first-out notes due 2033 and exchanged several term loans into longer-dated facilities, actions that restructured maturities but increased realized interest costs. Cash and cash equivalents were $616 million and consolidated assets were $5.67 billion with total liabilities of $5.38 billion, leaving shareholders' equity of $293 million.