Sinclair (SBGI) exec stock withheld to cover tax bill

Rhea-AI Filing Summary

Sinclair, Inc. Executive Vice Chairman Jason Ryan Smith reported a compensation-related share transaction. On restricted stock vesting, 18,783 shares of Class A Common Stock were released, and 9,214 shares were withheld by the issuer at $15.60 per share to cover his tax liability. This tax-withholding disposition is not an open-market sale. After the transaction, he directly holds 291,905 shares of Class A Common Stock, plus 3,334.644928 additional shares in a 401(k) unitized stock fund.

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

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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).

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 Jason Ryan

(Last) (First) (Middle)

10706 BEAVER DAM ROAD

(Street)

HUNT VALLEY MD 21030

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sinclair, Inc. [ SBGI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/08/2026

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
Class A Common Stock	03/08/2026(1)		F(2)		9,214(3)	A	$15.6	291,905(4)	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. The first vesting date of restricted shares granted to the Reporting Person on March 8, 2024.

2. Designates withholding of shares to satisfy the Reporting Person's tax liability.

3. The total number of shares released to the Reporting Person was 18,783 shares of Class A Common Stock issued as Restricted Stock of which 9,214 shares were withheld by the issuer to satisfy the Reporting Person's tax liability.

4. Common Stock issued as Restricted Stock. Reporting Person also owns 3,334.644928 shares of Class A Common Stock held in a 40l(k) unitized stock fund.

Remarks:

Due to the vesting date falling on a Sunday and administrative processing following the subsequent business day, this filing is being made on March 11, 2026.

	Anastasia Thomas Nardangeli, Esq., on behalf of Jason R. Smith, by Power of Attorney	03/11/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Sinclair (SBGI) disclose for Jason Ryan Smith?

Sinclair reported that Executive Vice Chairman Jason Ryan Smith had restricted stock vest, with 9,214 Class A shares withheld to cover taxes. In total, 18,783 restricted shares were released to him as Class A Common Stock on this vesting date.

Was the Sinclair (SBGI) insider transaction an open-market sale of shares?

No, the transaction was a tax-withholding disposition, not an open-market sale. Sinclair withheld 9,214 Class A Common Stock shares from vested restricted stock to satisfy Jason Ryan Smith’s tax liability, as specifically described in the filing’s footnotes.

How many Sinclair (SBGI) shares were involved in the restricted stock vesting?

A total of 18,783 shares of Sinclair Class A Common Stock vested as restricted stock for Jason Ryan Smith. Of these, 9,214 shares were withheld by the issuer to satisfy his tax obligations associated with the vesting event.

How many Sinclair (SBGI) shares does Jason Ryan Smith hold after this transaction?

Following the tax-withholding transaction, Jason Ryan Smith directly holds 291,905 shares of Sinclair Class A Common Stock. He also has 3,334.644928 additional Class A shares held through a 401(k) unitized stock fund, according to the disclosure footnotes.

What does transaction code "F" mean in the Sinclair (SBGI) Form 4 filing?

Transaction code “F” indicates payment of tax liability or exercise price by delivering securities. In this case, 9,214 Class A shares were withheld by Sinclair from vested restricted stock to satisfy Jason Ryan Smith’s tax obligations, rather than being sold on the market.