DYKE JEFF 4

4 · SONIC AUTOMOTIVE INC · Filed Apr 2, 2026

AI-generated summary of this filing

Updated Apr 2, 2026

Sonic Automotive (SAH) President Jeff Dyke Sells 7,534 Shares for $516.6K

What Happened

Jeff Dyke, President and Director of Sonic Automotive, had 7,534 performance-based restricted stock units (RSUs) vest on March 31, 2026. Those units were converted/settled for cash, resulting in a disposition to the issuer of 7,534 shares at $68.57 per share for proceeds of $516,606.
The filing shows a conversion/exercise of the derivative award (the RSUs) followed by a cash settlement (disposition to the issuer). This is a sale/cash-settlement of vested awards rather than an open-market sale.

Key Details

Transaction date: March 31, 2026; Price: $68.57/share; Total proceeds: $516,606.
Shares owned after transaction: Not specified in the filing; the reporting person disclaims beneficial ownership except to the extent of his pecuniary interest (Footnote F2).
Footnotes of note:
- F1: These were part of a 30,135 performance-RSU grant on Feb 5, 2025; 25% (7,534 units) vested March 31, 2026, with remaining tranches scheduled for 2027 and 2028.
- F3: Each unit can be settled in stock, cash, or a combination at the Compensation Committee’s discretion—this tranche was cash‑settled.
Filing timeliness: Reported April 2, 2026 for a March 31, 2026 transaction; appears filed within the normal Form 4 reporting window.

Context

These were performance-based RSUs that vested and were cash-settled (converted and immediately paid out), not an open-market purchase or sale by the insider. Cash settlement of awards is commonly used for tax/administrative reasons and does not necessarily indicate a change in the insider’s view of the company’s stock.

Form 4

Period: 2026-03-31

DirectorPresident

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-03-31+7,534→ 601,202 total
Disposition to Issuer
Class A Common Stock
2026-03-31$68.57/sh−7,534$516,606→ 593,668 total
Exercise/Conversion
Performance-Based Restricted Stock Units
[F3][F1]
2026-03-31−7,534→ 22,601 total
→ Class A Common Stock (7,534 underlying)

Holdings

Footnotes (3)

[F1]On February 5, 2025, the reporting person was granted 30,135 performance-based restricted stock units that, if the performance criteria are met, vest in three annual installments, with twenty-five percent (25%) of the units vesting on March 31, 2026, thirty percent (30%) of the units vesting on February 5, 2027, and forty-five percent (45%) of the units vesting on February 5, 2028. On March 31, 2026, 7,534 performance-based restricted stock units vested and were settled in cash.
[F2]The reporting person disclaims beneficial ownership of such shares of Sonic Automotive, Inc.'s Class A Common Stock, except to the extent of his pecuniary interest therein.
[F3]Each performance-based restricted stock unit represents a contingent right to receive, upon the satisfaction of certain performance criteria, one share of Class A Common Stock, the equivalent cash value, or a combination of both, at the option and sole discretion of the Compensation Committee of the Board of Directors of Sonic Automotive, Inc.

Signature

/s/ Jeff Dyke|2026-04-02

1 file