Form 4: REH Advisors Sells DINO Shares to HF Sinclair

REH Advisors Inc., a 10% owner and director of HF Sinclair Corp., sold 437,238 shares of common stock back to the issuer for $54.89 per share in a private transaction.

Summary

• REH Advisors Inc., identified as a Director and 10% Owner of HF Sinclair Corp. (DINO), reported a transaction.
• The reporting person sold 437,238 shares of HF Sinclair Corp. Common Stock.
• The transaction occurred on November 18, 2025, at a price of $54.89 per share.
• The sale was a private transaction with the Issuer, HF Sinclair Corp., pursuant to a Stock Purchase Agreement dated November 18, 2025.
• Following this transaction, REH Advisors Inc. beneficially owns 12,711,842 shares of HF Sinclair Corp. Common Stock.
• Ross B. Matthews, Chair of the Board for REH Advisors Inc., serves as a representative on HF Sinclair Corp.'s board of directors, making REH Advisors Inc. a 'director by deputization'.

Sentiment

Score: 5

Explanation: The sentiment is neutral as this filing reports a planned transaction (share repurchase from a significant insider) rather than unexpected operational results. While a large insider sale could be seen negatively, the repurchase by the company can be positive, balancing the overall sentiment.

Positives

• For HF Sinclair Corp., the share repurchase can reduce the number of outstanding shares, potentially increasing earnings per share (EPS) and returning capital to shareholders.
• For REH Advisors Inc., the sale provides liquidity for a significant portion of its holdings.

Negatives

• For REH Advisors Inc., the transaction results in a reduction of its beneficial ownership and potential influence in HF Sinclair Corp.
• For HF Sinclair Corp., the repurchase utilizes company cash that could otherwise be deployed for other strategic investments or debt reduction.

Future Outlook

This Form 4 filing reports a past transaction and does not contain forward-looking statements or guidance regarding future performance or outlook.

Management Comments

• Ross B. Matthews currently serves as representative of REH Advisors Inc. on HF Sinclair Corp.'s board of directors, and therefore REH Advisors Inc. constitutes a 'director by deputization' of the Issuer.

Industry Context

Share repurchases are a common capital allocation strategy used by companies to return value to shareholders and can signal management's confidence in the company's valuation. Large insider sales, even to the company, are closely watched by investors for insights into insider sentiment and liquidity needs.

Corporate Governance

Related Party Transactions

• REH Advisors Inc., a 10% owner and 'director by deputization' of HF Sinclair Corp., sold 437,238 shares of common stock to the Issuer in a private transaction pursuant to a Stock Purchase Agreement.

Stakeholder Impact

• Shareholders: The share repurchase reduces the total number of outstanding shares, which could potentially lead to an increase in earnings per share and a more concentrated ownership for remaining shareholders.
• REH Advisors Inc.: The transaction significantly reduces REH Advisors Inc.'s direct beneficial ownership in HF Sinclair Corp., providing liquidity but decreasing its stake.

Key Dates

Keywords

HF Sinclair, DINO, REH Advisors, Form 4, Insider Transaction, Share Sale, Stock Repurchase, Director, 10% Owner, Beneficial Ownership