Rusnak Paul P. 4

What Happened

• Paul P. Rusnak, reported as a 10% owner of Sonic Automotive (SAH), purchased a total of 100,000 shares in open‑market transactions between Feb 5 and Feb 17, 2026, for an aggregate cash outlay of about $5.99 million. Each trade is reported as a purchase (transaction code P), which is generally seen as a direct buy of stock rather than an option exercise or award.

Key Details

• Transactions (date — shares @ price = value):
  • 2026-02-05 — 18,738 @ $59.98 = $1,123,905
  • 2026-02-10 — 7,827 @ $59.96 = $469,307
  • 2026-02-11 — 1,931 @ $59.98 = $115,821
  • 2026-02-12 — 11,483 @ $59.97 = $688,636
  • 2026-02-13 — 48,540 @ $59.92 = $2,908,517
  • 2026-02-17 — 11,481 @ $59.95 = $688,286
• Total: 100,000 shares purchased for approximately $5,994,472.
• All transactions were open‑market purchases (transaction code P).
• Form 4 was filed on Feb 18, 2026 covering trades from Feb 5–17; the Feb 5 trade appears to have been reported more than two business days after the transaction and may be late under Section 16 timing rules.
• Shares owned after these transactions are not specified in the provided filing excerpt.

Context

• As a 10% owner, Rusnak is a significant shareholder (distinct from being an executive) — purchases by large owners can reflect increased commitment but are not the same as officer/director trades for corporate governance signals.
• These are straight purchases (not option exercises or awards), so they represent direct cash buys of common stock. No 10b5‑1 plan, tax withholding, or derivative activity is indicated in the provided transactions.