What was the reference price per share in David D. Smith’s Sinclair (SBGI) Form 4 transactions?

The Form 4 lists a transaction price of $13.14 per share for each Class B Common Stock entry. This reflects the price used in the reported J-code transactions, even though they are categorized as “other” restructuring events rather than standard open-market trades.

Sinclair chair restructures 4M Class B shares

Sinclair, Inc. Executive Chairman David D. Smith reported a restructuring of his ownership of Class B Common Stock.

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sinclair, Inc. Executive Chairman David D. Smith reported a restructuring of his ownership of Class B Common Stock. A series of J-code "other" transactions reclassified 4,000,000 shares of Class B stock, referenced at $13.14 per share, from a trust into his direct ownership.

After these moves, he directly owns 6,911,072.227 Class B shares. He also directly holds 1,823,783 Class A shares, 526,574 Class A shares as restricted stock, and 20,060.183108 Class A shares in a 401(k) unitized stock fund, plus additional indirect Class A holdings through family accounts, trusts, an LLC, and a family foundation.

Insider Trade Summary

Other: 4,000,000 shares

Other 8 txns

Insider SMITH DAVID D

Role Executive Chairman

Type	Security	Shares	Price	Value
Other	Class B Common Stock	373,700	$13.14	$4.91M
Other	Class B Common Stock	373,700	$13.14	$4.91M
Other	Class B Common Stock	373,700	$13.14	$4.91M
Other	Class B Common Stock	373,700	$13.14	$4.91M
Other	Class B Common Stock	626,300	$13.14	$8.23M
Other	Class B Common Stock	626,300	$13.14	$8.23M
Other	Class B Common Stock	626,300	$13.14	$8.23M
Other	Class B Common Stock	626,300	$13.14	$8.23M

Holdings After Transaction: Class B Common Stock — 39,267,777.816 contracts (Direct)

Footnotes (4)

F1. Reporting Person exercised his right to substitute the corpus of the trust and withdrew the shares from the trust.
F2. The Class B Common Stock is convertible at the Reporting Person's election and has no expiration date.
F3. After giving effect to the transactions reported on this Form 4, the Reporting Person directly owns 6,911,072.227 shares of Class B Common Stock.
F4. The Reporting Person also directly owns (i) 1,823,783 shares of Class A Common Stock (ii) 526,574 shares of Class A Common Stock issued as Restricted Stock, and (iii) 20,060.183108 shares of Class A Common Stock held in a 40l(k) unitized stock fund. The Reporting Person indirectly owns (i) 28,160 shares of Class A Common Stock held in separate custodial accounts established by the Reporting Person f/b/o family members of which the Reporting Person is the custodian, (ii) 338,400 shares of Class A Common Stock held by trusts f/b/o family members of which the Reporting Person is a trustee, (iii) 162,553 shares of Class A Common Stock held by a limited liability company controlled by the Reporting Person, and (iv) 803,178 shares of Class A Common Stock held f/b/o of David D. Smith Family Foundation, Inc., which the Reporting Person controls, but does not derive any benefit.

Key Figures

Restructured Class B shares: 4,000,000 shares Reference transaction price: $13.14 per share Direct Class B holdings: 6,911,072.227 shares +5 more

8 metrics

Restructured Class B shares 4,000,000 shares Total J-code restructuring shares on 2026-03-27

Reference transaction price $13.14 per share Price per Class B share in each J-code entry

Direct Class B holdings 6,911,072.227 shares Direct Class B Common Stock after reported transactions

Direct Class A holdings 1,823,783 shares Class A Common Stock held directly by reporting person

Restricted Class A stock 526,574 shares Class A Common Stock issued as Restricted Stock

401(k) Class A holdings 20,060.183108 shares Class A shares in a 401(k) unitized stock fund

Foundation Class A holdings 803,178 shares Class A shares held for David D. Smith Family Foundation

Restructuring transactions count 8 transactions J-code restructuring entries in transaction summary

Key Terms

Class B Common Stock, Restricted Stock, 401(k) unitized stock fund, trust, +2 more

6 terms

Class B Common Stock financial

"After giving effect to the transactions... directly owns 6,911,072.227 shares of Class B Common Stock."

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Restricted Stock financial

"526,574 shares of Class A Common Stock issued as Restricted Stock."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

401(k) unitized stock fund financial

"20,060.183108 shares of Class A Common Stock held in a 40l(k) unitized stock fund."

trust financial

"exercised his right to substitute the corpus of the trust and withdrew the shares from the trust."

A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.

limited liability company financial

"162,553 shares of Class A Common Stock held by a limited liability company controlled by the Reporting Person."

A limited liability company (LLC) is a business structure that separates the owners’ personal assets from the company’s debts and legal obligations, like a protective shield that keeps personal savings and property distinct from business risk. For investors, that protection reduces personal financial exposure and often brings flexible rules for profit sharing and taxes, but it can also affect how easily interests are bought or sold and how decisions are made.

Family Foundation financial

"803,178 shares of Class A Common Stock held f/b/o of David D. Smith Family Foundation, Inc."

FAQ

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

What did Sinclair (SBGI) Executive Chairman David D. Smith report in this Form 4?

David D. Smith reported J-code “other” transactions restructuring 4,000,000 shares of Class B Common Stock. The shares were withdrawn from a trust into his direct ownership, changing how the stake is held rather than reflecting open-market buying or selling.

How many Sinclair (SBGI) Class B shares does David D. Smith now directly own?

After the reported transactions, David D. Smith directly owns 6,911,072.227 shares of Sinclair Class B Common Stock. This figure comes from the filing’s footnote, which summarizes his direct Class B position following the trust-to-direct ownership restructuring.

How many Sinclair (SBGI) Class A shares does David D. Smith hold directly and as restricted stock?

He directly owns 1,823,783 shares of Class A Common Stock and 526,574 additional Class A shares issued as Restricted Stock. These figures highlight his substantial direct economic interest in Sinclair’s Class A equity beyond his larger Class B ownership position.

What indirect Sinclair (SBGI) Class A holdings are associated with David D. Smith?

Indirectly, he is associated with Class A shares held in family custodial accounts, family trusts, a controlled limited liability company, and 803,178 shares in the David D. Smith Family Foundation. The filing notes he controls the foundation but does not derive economic benefit from those shares.

Does the Sinclair (SBGI) Form 4 indicate option exercises or a 10b5-1 trading plan?

The transactions use code J for “other acquisition or disposition” and are described as restructuring involving a trust corpus. No option exercise codes or references to a Rule 10b5-1 trading plan appear in the provided Form 4 data and footnotes.

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

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Accepted by SEC EDGAR 03/30/2026 - 06:35 PM

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^*

SMITH DAVID D

(Last)

(First)

(Middle)

C/O SINCLAIR BROADCAST GROUP

2000 WEST 41ST ST

(Street)

BALTIMORE

MARYLAND

21211-1420

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		373,700		⁽²⁾	⁽²⁾	Class B Common Stock	373,700	$13.14	3,284,772.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		373,700		⁽²⁾	⁽²⁾	Class B Common Stock	373,700	$13.14	3,658,472.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		373,700		⁽²⁾	⁽²⁾	Class B Common Stock	373,700	$13.14	4,032,172.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		373,700		⁽²⁾	⁽²⁾	Class B Common Stock	373,700	$13.14	4,405,872.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		626,300		⁽²⁾	⁽²⁾	Class B Common Stock	626,300	$13.14	5,032,172.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		626,300		⁽²⁾	⁽²⁾	Class B Common Stock	626,300	$13.14	5,658,472.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		626,300		⁽²⁾	⁽²⁾	Class B Common Stock	626,300	$13.14	6,284,772.227⁽³⁾⁽⁴⁾	D
Class B Common Stock	$0	03/27/2026		J⁽¹⁾		626,300		⁽²⁾	⁽²⁾	Class B Common Stock	626,300	$13.14	6,911,072.227⁽³⁾⁽⁴⁾	D

Explanation of Responses:

1. Reporting Person exercised his right to substitute the corpus of the trust and withdrew the shares from the trust.

2. The Class B Common Stock is convertible at the Reporting Person's election and has no expiration date.

3. After giving effect to the transactions reported on this Form 4, the Reporting Person directly owns 6,911,072.227 shares of Class B Common Stock.

4. The Reporting Person also directly owns (i) 1,823,783 shares of Class A Common Stock (ii) 526,574 shares of Class A Common Stock issued as Restricted Stock, and (iii) 20,060.183108 shares of Class A Common Stock held in a 40l(k) unitized stock fund. The Reporting Person indirectly owns (i) 28,160 shares of Class A Common Stock held in separate custodial accounts established by the Reporting Person f/b/o family members of which the Reporting Person is the custodian, (ii) 338,400 shares of Class A Common Stock held by trusts f/b/o family members of which the Reporting Person is a trustee, (iii) 162,553 shares of Class A Common Stock held by a limited liability company controlled by the Reporting Person, and (iv) 803,178 shares of Class A Common Stock held f/b/o of David D. Smith Family Foundation, Inc., which the Reporting Person controls, but does not derive any benefit.

	Anastasia Thomas Nardangeli, Esq., on behalf of David D. Smith Smith, by Power of Attorney	03/30/2026
	** 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).
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

Sinclair chair restructures 4M Class B shares

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