Form 4: HF Sinclair Director Carol Orme Holding Reports Sale of 5,000,000 Shares by REH Company

Carol Orme Holding, a director of HF Sinclair Corp, reports the sale of 5,000,000 shares of common stock by REH Company in a private transaction.

Summary

• On April 1, 2024, REH Company sold 5,000,000 shares of HF Sinclair Corp (DINO) common stock to the issuer at a price of $59.22 per share.
• The transaction was made pursuant to a Stock Purchase Agreement between REH and the Issuer dated April 1, 2024.
• Following the transaction, REH Company beneficially owns 17,406,134 shares.
• Carol Orme Holding, as a director of HF Sinclair and due to her relationship with REH, may be deemed to beneficially own these shares, but she disclaims direct ownership and pecuniary interest except for her economic interest in REH.
• Ross B. Matthews and Norman J. Szydlowski, as REH's representatives on HF Sinclair's board, make REH and Mrs. Holding 'directors by deputization'.

Sentiment

Score: 5

Explanation: The document is a standard regulatory filing, so the sentiment is neutral. The sale of shares could be interpreted negatively, but the director disclaims direct ownership and the transaction is between REH and the issuer.

Management Comments

• Mrs. Holding does not intend ever to own such shares directly for investment purposes in the future and expressly disclaims such beneficial ownership, and all pecuniary interest except to the extent of her economic interest in REH, to the maximum extent permitted by law.

Industry Context

Sales of shares by significant shareholders, such as directors or entities with board representation, are closely watched by investors as they can signal the shareholder's view on the company's prospects.

Related Party Transactions

• The sale of shares by REH Company to HF Sinclair Corp is a related party transaction, given the board representation.

Stakeholder Impact

• The sale of a significant number of shares could potentially impact shareholder confidence, although the director's disclaimer of direct ownership may mitigate concerns.

Key Dates