SMITH DAVID D 4

What Happened

• David D. Smith (reported as a 10% owner) was granted 230,880 shares of Class A restricted stock on 2026-02-26 (reported as an "A" acquisition). Simultaneously, 102,536 shares were withheld/disposed to satisfy his tax liability at $13.86 per share, generating $1,421,149 in consideration (reported with transaction code "F").
• The award has a vesting schedule: 50% vests on February 26, 2027 and 50% on February 26, 2028 (footnote F1). The grant price is reported as N/A because these are restricted shares issued as compensation.

Key Details

• Transaction date: 2026-02-26; Filing date: 2026-03-02 (filed within the Form 4 timeframe).
• Grant: 230,880 Class A restricted shares (A). Withholding/disposition: 102,536 shares at $13.86 (F) = $1,421,149.
• Beneficial ownership after the transaction (per footnote F3, direct + indirect holdings, rounded):
  • Class A common stock: ~3,303,257 shares beneficially owned
  • Class B common stock: ~6,911,072 shares beneficially owned (These totals reflect the reported direct and indirect holdings and the net effect of the grant and share withholding.)
• Footnotes: F1 = restricted stock vesting schedule; F4 = withholding of shares to satisfy tax liability; F3 lists detailed direct and indirect holdings. F2 is N/A.
• Transaction types: Award/grant (A) and tax-withholding disposition (F). This is not an open-market sale or purchase.

Context

• This filing reports a compensation-related grant of restricted stock, not a market purchase; the withholding of shares to cover taxes is routine and is commonly reported as a disposition (F).
• As a 10% owner, Smith is a major holder of Sinclair stock; such grants typically relate to compensation or long‑term incentive arrangements rather than short‑term trading. The filing appears timely based on the reported dates.