Sinclair (SBGI) chair David D. Smith gifts 4M Class B shares to 2026 family trusts
Rhea-AI Filing Summary
Sinclair, Inc. Executive Chairman David D. Smith reported a series of non-market transfers of Class B Common Stock. On March 30, 2026, he made bona fide gifts totaling 4,000,000 shares of Class B Common Stock, with $0.00 per-share value reported, to four separate 2026 Series I irrevocable trusts for family beneficiaries.
Corresponding acquisition entries show each trust receiving 1,000,000 Class B shares by gift from Smith. After these transactions, he directly owns 2,911,072.227 shares of Class B Common Stock. Footnotes also describe substantial direct and indirect holdings of Class A Common Stock, including restricted stock, custodial accounts, family trusts, an LLC, and a family foundation.
These movements reflect internal wealth and estate planning rather than open-market buying or selling, and do not change the number of Sinclair shares outstanding.
Positive
- None.
Negative
- None.
Insights
Smith shifted 4M Sinclair Class B shares to family trusts via gifts, a non-market estate-planning move.
The Form 4 shows David D. Smith making bona fide gifts of 4,000,000 Class B shares and corresponding acquisitions by four irrevocable trusts. No open-market purchases or sales occurred, and the per-share transaction price is reported as $0.00, underscoring the non-cash, intra-family nature.
After these transfers, Smith still directly holds 2,911,072.227 Class B shares and extensive Class A interests disclosed in footnotes. The filing mainly clarifies how his existing stake is apportioned between direct ownership and family-related entities, rather than signaling a change in his overall economic exposure to Sinclair.
Insider Trade Summary
4,000,000 shares gifted
Gift
8 txns
Insider
SMITH DAVID D
Role
Executive Chairman
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Grant/Award | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Gift | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Grant/Award | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Gift | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Grant/Award | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Gift | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
| Grant/Award | Class B Common Stock | 1,000,000 | $0.00 | $0.00 |
Holdings After Transaction:
Class B Common Stock — 1,000,000 shares (Indirect, By David D. Smith / BECS 2026, SERIES I Irrevocable Trust);
Class B Common Stock — 1,000,000 shares (Indirect, By David D. Smith / DBS 2026, SERIES I Irrevocable Trust);
Class B Common Stock — 1,000,000 shares (Indirect, By David D. Smith / JBSS 2026, SERIES I Irrevocable Trust);
Class B Common Stock — 2,911,072.227 shares (Direct);
Class B Common Stock — 1,000,000 shares (Indirect, By David D. Smith / MJSS 2026, SERIES I Irrevocable Trust)
Footnotes (6)
- F1. Gift to Trust f/b/o Reporting Person's child.
- 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 2,911,072.227 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) 20,520.369101 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.
- F5. Acquired by gift from Reporting Person.
- F6. The Reporting Person has the right to substitute the corpus of the trust.
Key Figures
Total Class B shares gifted: 4,000,000 shares
Gift per trust: 1,000,000 shares
Direct Class B holdings after transactions: 2,911,072.227 shares
+4 more
7 metrics
Total Class B shares gifted
4,000,000 shares
Bona fide gifts of Class B Common Stock on March 30, 2026
Gift per trust
1,000,000 shares
Each of four 2026 Series I irrevocable trusts received 1,000,000 Class B shares
Direct Class B holdings after transactions
2,911,072.227 shares
Directly owned Class B Common Stock after reported gifts
Transaction price per share
$0.00 per share
Reported value for gifted and acquired Class B shares
Direct Class A Common Stock
1,823,783 shares
Direct Class A Common Stock holdings excluding restricted and 401(k) shares
Restricted Class A Common Stock
526,574 shares
Class A Common Stock issued as restricted stock held directly
Class A in 401(k) stock fund
20,520.369101 shares
Class A Common Stock held in a 401(k) unitized stock fund
Key Terms
bona fide gift, Class B Common Stock, Irrevocable Trust, Restricted Stock, +1 more
5 terms
bona fide gift financial
"transaction_code_description: "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Class B Common Stock financial
"security_title: "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.
Irrevocable Trust financial
"nature_of_ownership: "2026, SERIES I Irrevocable Trust""
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
Restricted Stock financial
"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
"shares of Class A Common Stock held in a 40l(k) unitized stock fund"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transactions did Sinclair (SBGI) report for David D. Smith?
David D. Smith reported bona fide gifts of 4,000,000 shares of Sinclair Class B Common Stock and matching acquisitions by four family irrevocable trusts. These are non-market transfers at $0.00 per share, reflecting internal wealth planning rather than open-market buying or selling activity.
What are David D. Smith’s Class B holdings in Sinclair (SBGI) after these gifts?
After these transactions, David D. Smith directly owns 2,911,072.227 shares of Sinclair Class B Common Stock. The filing also notes that the Class B shares are convertible at his election and have no expiration date, providing ongoing flexibility over this direct ownership position.
Does the Sinclair (SBGI) Form 4 show any open-market buying or selling by David D. Smith?
No, the Form 4 shows only bona fide gifts (code G) and corresponding acquisitions by family trusts (code A), all at $0.00 per share. There are no open-market purchase (P) or sale (S) transactions reported, so no trading activity in the market is disclosed here.