Sinclair, Inc.·4/A

Mar 12, 9:35 PM ET

SMITH DAVID D 4/A

4/A · Sinclair, Inc. · Filed Mar 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Sinclair (SBGI) 10% Owner David D. Smith Buys 97,285 Shares

What Happened
David D. Smith (a >10% owner of Sinclair, Inc., SBGI) reported an open‑market purchase of 97,285 Class A shares on 2025-03-28 for a weighted average price of $15.42, totaling $1,500,135. The Form 4 also shows a series of gift (G) and grant/award (A) derivative entries of 373,700 shares (reported as $0 transfers) on the same date — these entries relate to transfers to a trust for a child and related re-grants. The filing is an amendment made 2026-03-12 to correct the original omission of the 97,285‑share purchase.

Key Details

  • Transaction date: 2025-03-28 (reported via amended Form 4 filed 2026-03-12). The filing notes it is an amendment to correct a prior omission. (Transaction timeliness flagged as late.)
  • Purchase: 97,285 Class A shares, weighted avg price $15.42; price range for the trade $15.32–$15.50; total cash value ≈ $1,500,135. (Footnote F1.)
  • Gift/derivative entries: Multiple gift (G) and award/grant (A) entries each for 373,700 shares (reported as $0 transfers); footnotes indicate gifts to a trust for the reporting person’s child and related trust mechanics (F3, F7, F8).
  • Holdings after transactions: Reporting person directly owns 1,416,272 Class B shares (F5). Footnotes also show direct holdings of ~1,380,525 Class A shares, 398,229 restricted Class A shares, and ~18.8 shares held in a 401(k) unitized fund, plus several large indirect/trust holdings (see F2/F6 for full breakdown).
  • Convertible/derivative detail: Class B shares are convertible at the reporting person’s election with no expiration (F4).
  • Filing note: This is an amended Form 4 filed to add the omitted open‑market purchase; late/ corrected filings reduce transparency until resolved.

Context

  • Purchases by large owners can be more informative than gifts; the cash purchase of ~97k shares is a straightforward open‑market buy.
  • The repeated gift/grant entries reflect non‑cash transfers to trusts (family/child), which are not market sentiment signals.
  • As a >10% owner, Smith’s trades represent transactions by a major shareholder rather than routine employee compensation trades.

Insider Transaction Report

Form 4/AAmended
Period: 2025-03-28
SMITH DAVID D
DirectorExecutive Chairman10% Owner
Transactions
  • Purchase

    Class A Common Stock

    [F1][F2]
    2025-03-28$15.42/sh+97,285$1,500,1351,380,525 total
  • Gift

    Class B Common Stock

    [F1][F4][F5]
    2025-03-28373,7002,537,372 total
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Award

    Class B Common Stock

    [F7][F4][F8]
    2025-03-28+373,700373,700 total(indirect: By Trust)
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Gift

    Class B Common Stock

    [F3][F4][F5][F6]
    2025-03-28373,7002,163,672 total
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Award

    Class B Common Stock

    [F7][F4][F8]
    2025-03-28+373,700373,700 total(indirect: By Trust)
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Gift

    Class B Common Stock

    [F3][F4][F5][F6]
    2025-03-28373,7001,789,972 total
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Award

    Class B Common Stock

    [F7][F4][F8]
    2025-03-28+373,700373,700 total(indirect: By Trust)
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Gift

    Class B Common Stock

    [F3][F4][F5][F6]
    2025-03-28373,7001,416,272 total
    Exercise: $0.00Class B Common Stock (373,700 underlying)
  • Award

    Class B Common Stock

    [F7][F4][F8]
    2025-03-28+373,700373,700 total(indirect: By Trust)
    Exercise: $0.00Class B Common Stock (373,700 underlying)
Footnotes (8)
  • [F1]The purchase price is a weighted average for the purchase reported. The range of prices for this purchase was $15.32-$15.50. The Reporting Person undertakes to provide, upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.
  • [F2]The Reporting Person also directly owns (i) 1,416,272 shares of Class B Common Stock, (ii) 398,229 shares of Class A Common Stock issued as Restricted Stock, and (iii) 18,815.923349 shares of Class A Common Stock held in a 401(k) unitized stock fund. He indirectly owns (i) 28,160 shares of Class A Common Stock held in separate custodial accounts established by the Reporting Person for the benefit of 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) 4,000,000 shares of Class B Common Stock held by trusts f/b/o family members, (iv) 162,553 shares of Class A Common Stock held by a limited liability company controlled by the Reporting Person, and (v) 803,178 shares of Class A Common Stock held f/b/o David D. Smith Family Foundation, Inc. which the Reporting Person controls, but does not derive benefit.
  • [F3]Gift to Trust f/b/o Reporting Person's child.
  • [F4]The Class B Common Stock is convertible at the Reporting Person's election and has no expiration date.
  • [F5]After giving effect to the transactions reported on this Form 4, the Reporting Person directly owns 1,416,272 shares of Class B Common Stock.
  • [F6]Reporting Person also directly owns (i) 1,380,525 shares of Class A Common Stock (ii) 398,229 shares of Class A Common Stock issued as Restricted Stock, and (iii) 18,823.964222 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.
  • [F7]Acquired by gift from Reporting Person.
  • [F8]The Reporting Person has the right to substitute the corpus of the trust.
Signature
Anastasia Thomas Nardangeli, Esq., on behalf of David D. Smith, by Power of Attorney|2026-03-12

Documents

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  • 4
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