Form 4: HF Sinclair EVP Ledbetter Granted 14,178 RSUs

HF Sinclair Corporation's EVP, Commercial, Steven Ledbetter, was granted 14,178 restricted stock units, increasing his beneficial ownership to 46,966 shares.

Summary

• Steven Ledbetter, EVP, Commercial of HF Sinclair Corp (DINO), was granted 14,178 restricted stock units (RSUs).
• The grant occurred on November 11, 2025, with a transaction price of $0, indicating an equity award as part of an incentive plan.
• Following this transaction, Ledbetter beneficially owns 46,966 shares of HF Sinclair common stock directly.
• These RSUs will vest in three equal annual installments, commencing on December 1, 2026 (or the first business day thereafter), contingent upon his continued employment.
• Vested restricted stock units will be paid in HF Sinclair common stock within 30 days following each vesting date.

Sentiment

Score: 7

Explanation: The grant of equity to a key executive is generally positive as it aligns management's interests with shareholders and incentivizes long-term performance. It's a routine compensation event, not indicative of extraordinary news, hence a moderate positive score.

Positives

• Grant of 14,178 restricted stock units to a key executive, Steven Ledbetter, aligns management's interests with shareholders for long-term performance.
• Increase in beneficial ownership for EVP, Commercial Steven Ledbetter to 46,966 shares, demonstrating continued commitment to the company.

Risks

• The vesting of restricted stock units is contingent upon the reporting person remaining employed by the Issuer, posing a risk of forfeiture if employment ceases before vesting dates.
• The Power of Attorney explicitly states it does not relieve the undersigned from obligations to comply with Exchange Act requirements, including reporting, highlighting personal compliance risk for the executive.

Future Outlook

The grant of restricted stock units with a multi-year vesting schedule indicates an expectation of continued executive tenure and performance alignment with long-term company goals.

Management Comments

• The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted.

Industry Context

Executive equity grants, particularly restricted stock units, are a common practice in the energy and refining industry to incentivize long-term performance and retain key talent. This grant aligns HF Sinclair with typical compensation structures aimed at linking executive rewards to shareholder value creation.

Comparison to Industry Standards

• The use of restricted stock units (RSUs) with a multi-year vesting schedule is a standard practice in executive compensation across the energy sector, similar to companies like Marathon Petroleum (MPC) or Valero Energy (VLO), which frequently use such awards to align executive interests with long-term shareholder value.
• A $0 transaction price for RSUs is typical for grants as part of an incentive plan, reflecting compensation rather than a direct purchase, consistent with industry norms for equity awards.

Corporate Governance

Stakeholder Impact

• Shareholders: The grant aligns executive incentives with shareholder interests, potentially leading to better long-term performance. Increased insider ownership can be seen as a vote of confidence.
• Employees: The RSU grant is part of an incentive plan, which can positively influence employee morale and retention, especially for key executives.

Next Steps

• The restricted stock units will vest in three equal annual installments beginning December 1, 2026.
• Vested restricted stock units will be paid in the Issuer's common stock within 30 days following each vesting date.

Key Dates

Recommendation

While the insider RSU grant is a positive signal of executive alignment and retention, it is a routine compensation event and does not fundamentally alter the company's financial outlook or strategic position to warrant a 'buy' or 'sell' recommendation based solely on this filing. It reinforces a 'hold' stance for existing investors, indicating stability in executive incentives.

Keywords

HF Sinclair, DINO, Steven Ledbetter, Restricted Stock Units, RSU Grant, Insider Ownership, Executive Compensation, SEC Form 4, Equity Award