SMITH J DUNCAN 4

4 · Sinclair, Inc. · Filed Mar 10, 2026

AI-generated summary of this filing

Updated Mar 11, 2026

Sinclair (SBGI) 10% Owner J. Duncan Smith Gifts & Reacquires 629,700 Shares

What Happened

J. Duncan Smith (reported 10% owner) executed trust-related transfers involving 629,700 shares of Sinclair Class B common stock. On 2026-03-06 he recorded an "other acquisition" of 629,700 shares at $15.60 each (value $9,823,320). On 2026-03-09 he recorded a gift disposing 629,700 shares at $14.84 each (value $9,344,748), and also on 2026-03-09 recorded a grant/award (acquisition) of 629,700 shares at $14.84 each (value $9,344,748). These are derivative-related transactions (Class B stock convertible at his election).

Key Details

Transaction dates & prices:
- 2026-03-06: Other acquisition (code J) — 629,700 shares @ $15.60 ($9,823,320)
- 2026-03-09: Gift (code G) — 629,700 shares @ $14.84 ($9,344,748)
- 2026-03-09: Grant/award (code A) — 629,700 shares @ $14.84 ($9,344,748)
Holdings reported in the filing (after/around these moves): at least 137,154 Class B shares held in three irrevocable trusts for his children and 506,250 Class B shares held in an irrevocable trust for family members, plus 185 Class A shares and 21,498.357834 Class A shares in a 401(k) unitized fund. (The filing’s footnotes describe substitutions and trust transfers; total beneficial holdings may reflect these trust movements.)
Notable footnotes:
- F1/F5: Reporting person exercised the right to substitute the corpus of a trust and withdrew shares from the trust for the benefit of his children.
- F2: The Class B common stock is convertible at the reporting person’s election and has no expiration date.
- F4: The disposition was a gift to a trust for family members.
- F3: Details other Class A/B holdings and indirect ownership through trusts.
Filing timeliness: Form 4 was filed 2026-03-10 for transactions on 2026-03-06 and 2026-03-09 — the filing appears timely.

Context

These transactions appear to be trust- and family-related transfers (gifts and corpus substitutions) rather than straightforward open-market buys or sales. Gifts generally do not signal a market view by the insider. Because the shares involved are Class B (convertible at the holder’s election), the moves are best read as internal reallocation among trusts and the reporting person rather than typical purchase/sale trading activity.

Form 4

Period: 2026-03-06

DirectorVice President/Secretary10% Owner

Transactions

Other
Class B Common Stock
[F1][F2][F3]
2026-03-06$15.60/sh+629,700$9,823,320→ 5,922,786 total
Exercise: $0.00→ Class B Common Stock (629,700 underlying)
Gift
Class B Common Stock
[F4][F2]
2026-03-09$14.84/sh−629,700$9,344,748→ 5,293,086 total
Exercise: $0.00→ Class B Common Stock (629,700 underlying)
Award
Class B Common Stock
[F2][F5]
2026-03-09$14.84/sh+629,700$9,344,748→ 629,700 total(indirect: By Trust)
Exercise: $0.00→ Class B Common Stock (629,700 underlying)

Footnotes (5)

[F1]Reporting Person exercised his right to substitute the corpus of the trust and withdrew the shares from the trust f/b/o Reporting Person's children.
[F2]The Class B Common Stock is convertible at the Reporting Person's election and has no expiration date.
[F3]The Reporting Person also owns 185 shares of Class A Common Stock and 21,498.357834 shares of Class A Common Stock held in a 40l(k) unitized stock fund. The Reporting Person indirectly owns (i) 137,154 shares of Class B Common Stock divided equally among three irrevocable trusts, each for the benefit of a child of the Reporting Person, of which the Reporting Person is a co-trustee; and (ii) 506,250 shares of Class B Common Stock held in irrevocable trust f/b/o family members.
[F4]Gifted to Trust f/b/o Reporting Person's family members.
[F5]The Reporting Person has the right to substitute the corpus of trust.

Signature

Anastasia Thomas Nardangeli, Esq., on behalf of J. Duncan Smith, by Power of Attorney|2026-03-10

1 file