Sinclair (SBGI) CEO share withholding covers tax liability

Rhea-AI Filing Summary

Sinclair, Inc. President & CEO Christopher Ripley reported a Form 4 transaction where 114,206 shares of Class A Common Stock were withheld on February 28, 2026 to satisfy his tax liability, at a value of $16.34 per share. This was recorded as a tax-withholding disposition rather than an open-market sale. After this withholding, he directly held 860,885 shares of Class A Common Stock, and he also beneficially owned additional shares through a revocable trust and 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^*

Ripley Christopher

(Last) (First) (Middle)

10706 BEAVER DAM ROAD

(Street)

COCKEYSVILLE 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)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

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	02/28/2026		F(1)		114,206	D	$16.34	860,885(2)	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. Designates withholding of shares to satisfy the Reporting Person's tax liability.

2. Common Stock issued as Restricted Stock. The Reporting Person also owns 365,747 shares of Class A Common Stock held in a revocable trust for which the Reporting Person serves as a co-trustee and 5,561.263044 shares of Class A Common Stock held in a 40l(k) unitized stock fund.

	Anastasia Thomas Nardangeli, Esq., on behalf of Christopher S. Ripley, by Power of Attorney	03/03/2026
	** 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).
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FAQ

What insider transaction did Sinclair (SBGI) report for Christopher Ripley?

Sinclair reported that CEO Christopher Ripley had 114,206 Class A shares withheld to cover his tax liability. The transaction used code F, meaning payment of taxes by delivering shares instead of an open-market sale for cash.

At what price were Christopher Ripley’s Sinclair (SBGI) shares valued for tax withholding?

The withheld 114,206 Sinclair Class A Common shares were valued at $16.34 per share for tax purposes. This valuation determines how many shares are needed to satisfy the reported tax liability in the Form 4 filing.

How many Sinclair (SBGI) shares does Christopher Ripley hold after the Form 4 transaction?

After the tax-withholding disposition, Christopher Ripley directly held 860,885 shares of Sinclair Class A Common Stock. Footnotes also state he owns additional shares in a revocable trust and a 401(k) unitized stock fund, increasing his overall economic exposure.

What does transaction code F mean in Sinclair (SBGI) CEO’s Form 4?

Transaction code F indicates shares were used to pay an exercise price or tax liability. For Sinclair’s CEO, 114,206 Class A shares were withheld to satisfy his tax obligation, rather than being sold on the open market for cash proceeds.

What additional Sinclair (SBGI) holdings are disclosed for Christopher Ripley?

Footnotes state Ripley also owns 365,747 Sinclair Class A shares in a revocable trust where he is co-trustee, and 5,561.263044 Class A shares in a 401(k) unitized stock fund, supplementing his directly held 860,885-share position after the transaction.