10-K: Sinclair Reports 2025 Loss Amid Political Ad Decline, Debt Refinancing

Sentiment:

Annual Report 27 February 2026 2:27 PM

Sinclair, Inc. reported a net loss of $112 million for 2025, a significant shift from the prior year's profit, primarily due to a sharp drop in political advertising revenue and increased interest expenses, despite strategic debt refinancing and growth in its Tennis segment.

Delay expectedThe class action lawsuits alleging price-fixing have seen delays, with fact discovery now closing on June 1, 2026, and a trial date set for November 2027, extending the period of uncertainty and legal costs.The FCC's rulemaking proceeding regarding the national ownership rule, including the UHF discount, remains pending, creating uncertainty that could limit future acquisition capabilities.

Capital raiseThe company entered into a three-year, up to $375 million revolving accounts receivable securitization facility (A/R Facility) in November 2025 to raise incremental, low-cost capital, with $375 million outstanding at year-end.The Board is evaluating a potential separation of Sinclair Ventures, LLC, through a spin-off, split-off, or other transaction, which could involve a capital raise or restructuring of equity.

Worse than expectedNet loss attributable to Sinclair of $112 million in 2025, a significant deterioration from a net income of $310 million in 2024.Total revenue decreased by 10.7% year-over-year, primarily driven by a 92% decline in political advertising revenue due to the off-year election cycle.Operating income decreased by 68.6% year-over-year, indicating significant pressure on profitability.Interest expense increased by 30%, partly due to one-time financing costs, further impacting the bottom line.

Summary

Reported a net loss attributable to Sinclair of $112 million for the year ended December 31, 2025, compared to a net income of $310 million in 2024.
Basic loss per share was $1.61 in 2025, a substantial decrease from basic earnings per share of $4.72 in 2024.
Total revenue decreased by 10.7% to $3,169 million in 2025 from $3,548 million in 2024.
Operating income significantly declined by 68.6% to $173 million in 2025 from $551 million in 2024.
Local media segment revenue decreased by 14.7% to $2,774 million in 2025, primarily driven by a 92% drop in political advertising revenue to $32 million (from $405 million in 2024) due to 2025 being an off-year election cycle.
Local media distribution revenue saw a slight decrease of 1% to $1,529 million, impacted by mid-teen percentage subscriber decreases, partially offset by low-teen contractual rate increases.
Tennis segment revenue increased by 7% to $265 million, with distribution revenue up 6% and core advertising revenue up 15%.
Interest expense increased by $91 million to $395 million in 2025, including $68 million in one-time financing costs.
Completed a new money financing and debt recapitalization in Q1 2025, repaying the Term Loan B-2 due 2026 and extending debt maturities.
Repurchased $170 million aggregate principal amount of 5.125% Senior Notes due 2027 for $166 million in 2025.
Entered into a three-year, up to $375 million revolving accounts receivable securitization facility (A/R Facility) in November 2025, with $375 million outstanding at year-end.
The Board authorized a comprehensive strategic review for the local media segment and a potential separation of Sinclair Ventures, LLC.
FCC granted license renewal applications for all Company stations involved in a consent decree, which included a $500,000 voluntary contribution and a two-year compliance plan for children's programming and closed captioning rules.
Accrued $15 million related to a guarantee obligation for the Marquee Sports Network, following a binding term sheet to settle a dispute and reduce the maximum obligation through 2029.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this as a challenging period, marked by a significant net loss and revenue decline driven by cyclical political advertising and ongoing subscriber erosion. While strategic debt management and growth in the Tennis segment are positive, the substantial financial downturn and persistent legal/regulatory uncertainties warrant a cautious outlook.

Positives

The Tennis segment demonstrated growth, with revenue increasing by 7% to $265 million in 2025, driven by mid-teen percentage increases in contractual rates and high single-digit growth in TennisChannel 2 subscriptions.
Core advertising revenue in the Tennis segment increased by 15% to $45 million, reflecting stronger linear sales and higher advertising sales on the TennisChannel 2 platform.
Successfully completed a new money financing and debt recapitalization in Q1 2025, which strengthened the balance sheet and significantly extended the maturity profile of the debt, including the repayment of the Term Loan B-2 due 2026.
Repurchased $170 million in aggregate principal amount of 5.125% Senior Notes due 2027, reducing future interest obligations and demonstrating active debt management.
Established a new three-year, up to $375 million revolving accounts receivable securitization facility (A/R Facility) to raise incremental, low-cost capital, with $375 million outstanding at year-end 2025.
The FCC granted license renewal applications for all Company stations involved in a consent decree, resolving regulatory matters related to children's programming and closed captioning.
Acquired Digital Remedy, a marketing technology and managed services company, expanding digital media initiatives and capabilities.
Launched several new local sports podcasts, including 'The Script' on Ohio State Buckeyes and 'The Dynasty' on Alabama Crimson Tide, expanding original content offerings.
Sinclair's AMP Media launched 'THE TUNDRA: A Podcast on The Green Bay Packers' and 'Cousins' with NBA icons Vince Carter and Tracy McGrady, diversifying content.
The Federal Aviation Administration (FAA) accepted Sinclair's Declaration of Compliance for Operations Over People, making it the first broadcast company authorized to fly drones over individuals and moving vehicles for news gathering.
Continued investment in NextGen TV (ATSC 3.0) with the launch of WKOF in Syracuse, New York, as an ATSC 3.0 lighthouse, marking a significant step in next-generation broadcast technology deployment.
Formed EdgeBeam Wireless, a joint venture with three broadcast peers, to provide robust wireless data services nationwide utilizing NextGen TV, unlocking potential for data delivery to billions of devices.
News division received 246 journalism awards in 2025, including 32 regional Edward R. Murrow awards and 55 regional Emmy awards, highlighting commitment to quality local news.
Corporate social responsibility initiatives, such as Sinclair Cares campaigns and the annual Sinclair Day of Service, demonstrate community engagement and positive social impact.

Negatives

Reported a net loss of $112 million in 2025, a significant decline from a net income of $310 million in 2024.
Total revenue decreased by $379 million (10.7%) in 2025 compared to 2024, primarily due to a substantial reduction in political advertising.
Operating income decreased by $378 million (68.6%) in 2025 compared to 2024.
Political advertising revenue in the local media segment plummeted by 92% ($373 million) in 2025, reflecting the cyclical nature of election years.
Local media distribution revenue decreased by 1% due to mid-teen percentage subscriber decreases, indicating ongoing cord-cutting trends.
Core advertising revenue in the local media segment decreased by 2% ($28 million) in 2025.
Other media revenue in the local media segment decreased by $65 million (42%) due to the expiration of certain management services agreements.
Interest expense increased by $91 million in 2025, partly due to $68 million in one-time financing costs, contributing to the net loss.
Incurred a net loss of $8 million from the sale of certain stations in Milwaukee, Springfield, Ottumwa, and Quincy in July 2025.
Income from equity method investments decreased by $57 million in 2025, primarily due to a $93 million gain on a sports media and marketing business sale in 2024 that did not recur.
Accrued $15 million related to a guarantee obligation for the Marquee Sports Network, indicating a probable loss related to this arrangement.
Ongoing class action lawsuits alleging price-fixing and unlawful information sharing, with fact discovery closing in June 2026 and a trial date set for November 2027, pose continued legal and financial risk.
The court imposed monetary sanctions on Sinclair in November 2025 for costs related to the plaintiffs' investigation into the loss of certain cell phone data in the class action lawsuits.
The strategic review process for the local media segment and potential separation of Ventures involves various risks, including the possibility of not pursuing transactions or completing them on unfavorable terms, which could adversely affect the business and share price.
The company's substantial debt of $4,383 million at December 31, 2025, poses risks, particularly in periods of declining revenue, and could limit financial flexibility.

Risks

The strategic review process for the local media segment and potential separation of Ventures may not result in any transactions, or transactions may not be completed on favorable terms, potentially leading to negative publicity, adverse effects on business, and a fall in share value.
An increased rate of decline in subscribers to multi-channel video programming distributors (MVPDs) and virtual MVPDs (vMVPDs), or a shift to services not including the company's stations or networks, could materially adversely affect revenue.
Inability to renegotiate distribution agreements at comparable or more favorable terms, or new requirements from affiliated networks to share revenue from distribution agreements, could decrease revenue and/or revenue growth.
Changes in current retransmission consent regulations could have an adverse effect on business, financial condition, and results of operations.
Acquisitions and investments could pose various risks, including increased financial leverage, assumption of unexpected liabilities, diversion of management's attention, and failure to achieve expected synergies or revenue growth.
Intense, wide-ranging competition for viewers and advertisers from a growing number of media and technology companies, including streaming services and Big Tech, could negatively impact advertising revenue.
Failure to adapt to competition from other broadcasters, content providers, and changes in consumer behavior and technology (e.g., time-shifting, ad-skipping, new measurement currencies) may adversely affect business.
Dependence on the appeal of programming, which is unpredictable, and increased programming costs or loss of key entertainment and sports programming could materially negatively affect business and results of operations.
Theft of intellectual property, including on digital platforms, or becoming subject to infringement claims, may have a material negative effect on the company and its results of operations.
Vulnerability to future security breaches, data privacy, and other information technology failures, despite past experience with a cyber-security breach, could have a material adverse effect on financial performance and disrupt operations.
Compliance with evolving domestic and international data privacy and data protection laws may require significant resources and present risks, including potential liability or reputational harm.
Reliance on third-party cloud computing services means any disruption could have an adverse effect on financial condition and results of operations.
Loss of key personnel, including executive officers and talent, could disrupt management or operations and adversely affect financial condition and results of operations.
Adverse effects from labor disputes, other union activity, and related legislation, including potential strikes, work stoppages, or increased costs.
Claims from unrelated third parties based on the nature and content of information posted on linear programming, social platforms, and websites could be costly and divert management attention.
Advertising revenue can vary substantially due to factors beyond control (e.g., automotive and services advertising, political advertising cyclicality, economic health, competition), affecting operating results and ability to repay debt.
Internally originated and purchased programming based on future revenue expectations may result in lower actual revenue, leading to adverse effects on business, financial condition, and results of operations.
Loss of programming if a network terminates its affiliation or program service arrangement, inability to negotiate favorable terms, or networks making programming available through other services, could increase costs and/or reduce revenue.
Subject to investigations or fines from governmental authorities (e.g., FCC indecency, children's programming, sponsorship identification, closed captioning violations), which could lead to penalties, license revocation, or delays in renewals.
Federal regulation of the broadcasting industry limits operating flexibility, affecting ability to generate revenue or reduce costs, and there is no certainty of FCC license renewals or timely approval of new acquisitions.
FCC's multiple ownership rules and federal antitrust regulation may limit ability to operate multiple television stations in some markets, potentially reducing revenue or preventing cost reductions, and changes in these rules could alter strategic approaches.
Investments in new technology initiatives, such as NextGen TV, may not result in usable technology or intellectual property, leading to loss of investment or failure to monetize patents.
Limited experience in operating or investing in non-broadcast related businesses could lead to unsuccessful management, require external financing, and negatively affect financial condition and results of operations.
Operations and business could be materially adversely impacted by a pandemic or other health emergency, affecting advertising sales, content production, and workforce effectiveness.
Response to corporate social responsibility considerations and compliance with related laws and regulations may adversely impact business, including potential negative publicity, shareholder activism, litigation, or government scrutiny.
Effects of the economic environment, including inflation, could require asset impairment of goodwill, indefinite-lived and definite-lived intangible assets, or investments.
Risks related to the use of Artificial Intelligence (AI), including ethical considerations, public perception, intellectual property protection, regulatory compliance, privacy, data security, and reliability, could have a material adverse effect.
The Smiths (controlling shareholders) exercise control over most stockholder votes and may have interests that differ from other security holders, potentially leading to actions not in the interest of other security holders.
Substantial debt ($4,383 million) could adversely affect financial condition and prevent fulfillment of debt obligations, especially during negative economic conditions.
Inability to generate sufficient cash to service all debt may force actions like reducing investments, disposing of assets, or seeking additional capital, which may not be successful.
Ability to incur substantially more debt despite current high levels could further exacerbate financial risks.
Variable rate debt subjects the company to interest rate risk, which could cause debt service obligations to increase significantly.
Use of derivative financial instruments to reduce interest rate risk may result in added volatility in financial results and cash flows, including increased interest expense.
Commitments to lenders and noteholders limit ability to take actions that could increase the value of securities and business or may require actions that decrease value.
Failure to comply with covenants under debt instruments could result in default, acceleration of amounts due, and loss of assets securing loans.

Future Outlook

The company expects capital expenditures for 2026 to be in the range of $75 million to $80 million, primarily for station technical, maintenance, and building projects. The Board has authorized a comprehensive strategic review for the local media segment and a potential separation of Sinclair Ventures, LLC, through a spin-off, split-off, or other transaction, with the intention of optimizing value creation. The company anticipates that existing cash, cash flow from operations, and borrowing capacity will be sufficient to meet debt service, capital expenditure, and working capital needs for the next twelve months, but acknowledges potential impacts from economic and geopolitical conditions. The FCC's ongoing rulemaking proceedings regarding national and local television ownership rules, including the UHF discount and ATSC 3.0 transition, could impact future acquisition capabilities and operating models.

Management Comments

Our mission is to serve our communities by sharing relevant information to alert, protect, and empower our audiences through local news.
We believe that the production and broadcasting of local news is an important link to the community enhancing a station's efforts to expand its viewership and helps us differentiate from networks that provide only national news.
Live sports have remained highly popular with fans and advertisers, generally eliciting strong emotional responses and attracting a loyal and passionate following.
We believe our national reach provides us with a strong position to negotiate with programming providers and, as a result, the opportunity to purchase high quality programming at more favorable prices.
We believe the greatest opportunity for a sustainable and growing customer base lies within our local communities.
We believe that much of our success is due to our ability to attract and retain highly-skilled and motivated managers at corporate, stations, and other businesses.
We strive to develop new business models to complement or enhance our traditional television broadcast business.
We expect to continue to assess divestiture, acquisition and investment opportunities to complement our existing stations and other businesses.
We remain committed to uncovering stories that demand deeper scrutiny and bringing impactful, underreported issues to the forefront.
We believe we compete favorably against our competitors because of our management skill and experience, our ability historically to generate revenue share greater than our audience share, our network affiliations and program service arrangements, and our local program acceptance, especially our locally-produced news.

Industry Context

StockSavvy.ai notes that Sinclair's 2025 performance reflects broader industry challenges, particularly the cyclical downturn in political advertising in off-election years and the ongoing trend of subscriber erosion (cord-cutting) impacting distribution revenue. The growth in the Tennis segment and digital advertising aligns with the industry's shift towards diversified content and multi-platform distribution, including streaming and podcasts. The company's significant investment in NextGen TV (ATSC 3.0) and the formation of EdgeBeam Wireless position it to capitalize on future wireless data services, a strategic move to adapt to evolving technology and consumer behavior. The continued consolidation in the Distributor industry and the increasing competition from OTT platforms and 'Big Tech' companies like Alphabet and Amazon underscore the need for broadcasters to innovate and diversify revenue streams, as Sinclair is attempting to do. The FCC's ongoing review of ownership rules and the ATSC 3.0 transition also highlight a dynamic regulatory environment that could reshape the competitive landscape for local broadcasters.

Comparison to Industry Standards

The 92% decline in political advertising revenue in 2025 is consistent with the industry's cyclical nature, as 2025 was an off-year election cycle following a presidential election year in 2024. This is a common pattern for broadcast media companies heavily reliant on political ad spend.
The mid-teen percentage subscriber decreases impacting local media distribution revenue align with broader industry trends of cord-cutting and shifts to virtual MVPDs and OTT services, affecting traditional cable and satellite providers like Comcast, Charter, and DirecTV.
The growth in the Tennis segment's distribution and core advertising revenue, particularly with the expansion of TennisChannel 2, indicates successful adaptation to niche sports content and ad-supported streaming, a strategy also pursued by other content providers like Paramount+ (Pluto TV) and Peacock.
The company's investment in NextGen TV (ATSC 3.0) and the formation of EdgeBeam Wireless for wireless data services positions it at the forefront of broadcast technology innovation, potentially creating new revenue streams beyond traditional video, similar to how telecommunication companies are exploring 5G applications.
The ongoing class action lawsuits regarding alleged price-fixing in local advertising markets highlight a regulatory scrutiny that has affected multiple broadcasters, including CBS, Fox, and Cox Media, who have already settled similar claims.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Executive Vice President and Chief Financial Officer	Lucy Rutishauser	Narinder Sahai	July 2025	Lucy Rutishauser's retirement upon appointment and transition of her successor.
Chief Executive Officer of EdgeBeam Wireless	NA	Conrad Clemson	June 2025	Appointment to lead the new NextGen TV joint venture.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Policy Update	The company maintains governance policies that apply to all directors, officers, and employees, including a Code of Business Conduct and Ethics, employee safety program, and no harassment and open-door policies. These policies are reviewed and updated by management and the Board based on needs, stakeholder feedback, and changes in laws/regulations.	Ongoing	Aims to foster a culture of honesty, integrity, and accountability, and to identify, report, and resolve potential issues.
Committee Oversight	The Board oversees cybersecurity risk exposures, with the CISO briefing the cybersecurity committee quarterly on the effectiveness of the cyber risk management program. Cybersecurity risks are reviewed by the Board at least annually as part of the corporate risk management process.	Ongoing	Enhances oversight and continuous improvement of cybersecurity control effectiveness and governance.
Regulatory Compliance Plan	Agreed to implement a two-year compliance plan relating to the FCC's limits on commercial matter in children's programming and closed captioning rules as part of a consent decree.	June 27, 2025	Ensures adherence to FCC regulations and resolves past compliance issues, securing license renewals.

Legal Proceedings

Ongoing class action lawsuits alleging price-fixing and unlawful information sharing among broadcasters, with fact discovery closing on June 1, 2026, and a trial date set for November 2027. The company continues to believe the lawsuits are without merit and intends to vigorously defend itself.
The court imposed monetary sanctions on Sinclair in November 2025 for costs related to the plaintiffs' investigation into the loss of certain cell phone data in the class action lawsuits.
The court compelled the production of 6,313 documents Sinclair withheld as privileged in October 2025, with further documents compelled in January 2026, indicating ongoing legal challenges related to discovery.
FCC consent decree on June 27, 2025, resolved a forfeiture order related to children's television programming commercial matter limitations and a closed captioning investigation, requiring a $500,000 voluntary contribution and a two-year compliance plan. License renewals for involved stations were granted.
A dispute with Marquee Sports Network regarding a guarantee obligation was settled via a binding term sheet on June 9, 2025, reducing the maximum obligation through 2029, and resulting in a $15 million accrual for the obligation in 2025.
The Diamond Litigation, challenging a series of transactions and alleging fraudulent transfers and breaches of fiduciary duties, was globally settled on March 1, 2024, with Sinclair paying $495 million and dismissing the $1.5 billion litigation. Sinclair's equity interest in DSG was terminated on January 2, 2025.

Related Party Transactions

Lease payments of $6 million were made to entities owned by the controlling shareholders (David D. Smith, Frederick G. Smith, J. Duncan Smith, and Robert E. Smith) for assets used by the company and its subsidiaries in 2025.
Charter aircraft owned by certain controlling shareholders were leased, incurring aggregate expenses of $0.2 million in 2025.
The company received revenue of $1 million from agreements with The Baltimore Sun (where David Smith is the majority shareholder) for independent contractor services, sales representation, news resource sharing, and content sharing in 2025.
Payments for advertising totaling $0.1 million were received from Atlantic Automotive Corporation (where David Smith has a controlling interest) in 2025.
Payments of $12 million were made to Cunningham Broadcasting Corporation (whose non-voting stock is owned by trusts for the benefit of the children of the controlling shareholders) for services provided to Cunningham Stations under LMAs or JSAs/SSAs in 2025.
Consolidated revenue included $128 million related to the Cunningham Stations in 2025.
Payments of $1 million were made to Cunningham Stations under multi-cast agreements in 2025.
Jason Smith (son of Frederick Smith, Executive Vice Chairman) received $1 million in total compensation and was granted 159,607 shares of restricted stock in 2025.
Ethan White (son-in-law of J. Duncan Smith) received $0.2 million in total compensation and was granted 3,244 shares of restricted stock in 2025.
Ryan McCoy (son-in-law of J. Duncan Smith) received $0.1 million in total compensation in 2025.
Amberly Thompson (daughter of Donald Thompson, EVP and Chief Human Resources Officer) received $0.2 million in total compensation and was granted 285 shares of restricted stock in 2025.
Frederick Smith (brother of David Smith, J. Duncan Smith, and Robert Smith) received $1 million in total compensation in 2025.
J. Duncan Smith (brother of David Smith, Frederick Smith, and Robert Smith) received $1 million in total compensation in 2025.
The wife of Robert Weisbord (Chief Operating Officer and President of Local Media) has an ownership interest in WG Communications Group (WGC). The company received revenue from advertisers represented by WGC of $0.3 million and made payments to WGC of less than $0.1 million in 2025.

Stakeholder Impact

**Shareholders**: Experienced a significant net loss and decline in EPS, impacting shareholder value. The strategic review and potential separation of Ventures could create future value or introduce further uncertainty. Dividends of $1.00 per share were maintained in 2025, with a $0.25 quarterly dividend declared for Q1 2026.
**Employees**: The company emphasizes supporting employees through fair, ethical, and safe workplaces, comprehensive benefits, and learning opportunities. Approximately 550 employees are represented by labor unions, posing potential risks from labor disputes. Management changes, including a new CFO, could impact internal dynamics.
**Customers (Advertisers)**: Local media advertising revenue declined, particularly political advertising, indicating challenges in attracting ad spend. The company's focus on local news, sports, and digital marketing aims to meet advertiser needs and maintain audience reach.
**Customers (Distributors/Subscribers)**: Distribution revenue in local media decreased due to subscriber erosion, reflecting ongoing cord-cutting trends. The Tennis segment saw growth in distribution revenue, indicating successful content appeal and platform expansion. Renegotiation of distribution agreements remains a critical factor.
**Regulatory Authorities (FCC, DOJ)**: The company continues to navigate complex regulatory environments, including ongoing FCC rulemaking on ownership rules and compliance with consent decrees. The class action lawsuits and related sanctions highlight the scrutiny on competitive practices.
**Suppliers/Content Providers**: The company's ability to negotiate favorable terms for programming is crucial, with potential for increased costs or loss of key content if agreements are not renewed favorably. Investments in original content and networks aim to reduce reliance on third-party programming.

Next Steps

Continue the comprehensive strategic review for the local media segment and evaluate potential separation of Sinclair Ventures, LLC.
Close transactions for the acquisition of WHAM, WGTU, and WEYI following FCC approval.
Proceed with the class action lawsuits, with fact discovery closing on June 1, 2026, and a trial date set for November 2027.
Implement the two-year compliance plan related to FCC children's programming and closed captioning rules.
Monitor and respond to ongoing FCC rulemaking proceedings regarding national and local television ownership rules and the ATSC 3.0 transition.
Continue to invest in new technology initiatives, including the further development and deployment of NextGen TV capabilities and wireless data services through EdgeBeam Wireless.
Manage and mitigate cybersecurity risks through continuous investments and program enhancements.
Pay the declared quarterly cash dividend of $0.25 per share in March 2026.

Key Dates

Date	Description
1986	Sinclair Broadcast Group, Inc. (Old Sinclair) was founded.
1996	The Board adopted the 1996 Long-Term Incentive Plan (LTIP).
November 5, 1996	FCC policies exempted legacy Local Marketing Agreements (LMAs) entered into prior to this date from attribution.
June 12, 1998	Employment Agreements with Frederick G. Smith and J. Duncan Smith were dated.
February 8, 2010	Amended and Restated Leases with Gerstell Development Limited Partnership, Cunningham Communications, Inc., and Keyser Investment Group, Inc. were dated.
January 1, 2013	Amendment No. 1 to Lease with Keyser Investment Group, Inc. and Sinclair Communications LLC was dated.
2013	FCC issued a Declaratory Ruling indicating openness to considering proposals for foreign investment in broadcast licenses exceeding the 25% benchmark.
2015	Connect to Congress multimedia initiative launched.
August 29, 2017	Amended and Restated Employment Agreement with Lucy Rutishauser was dated.
November 16, 2017	FCC adopted a Report and Order and Further Notice of Proposed Rulemaking authorizing voluntary deployment of NextGen TV.
December 2017	FCC issued a Notice of Apparent Liability for Forfeiture (NAL) proposing a $13 million fine for alleged violations of sponsorship identification rules.
December 18, 2017	FCC released a Notice of Proposed Rulemaking to examine the national ownership rule, including the UHF discount.
March 28, 2018	Amendment of Lease between Beaver Dam Limited Liability Company and Sinclair Broadcast Group, LLC was dated.
November 6, 2018	Company agreed to enter into a proposed consent decree with the DOJ regarding pacing information sharing.
October 3, 2018	Twenty-two putative class action lawsuits against the Company were consolidated in the Northern District of Illinois.
May 22, 2019	U.S. District Court for the District of Columbia entered the DOJ consent decree.
August 23, 2019	Diamond Sports Holdings, LLC (DSH) issued preferred equity (Redeemable Subsidiary Preferred Equity).
December 31, 2019	STELAR (Satellite Television Extension and Localism Act Reauthorization Act of 2014) was allowed to sunset.
January 16, 2020	Amended and Restated Employment Agreement with Robert Weisbord was dated.
May 22, 2020	FCC released an Order and Consent Decree requiring the Company to pay $48 million and implement a four-year compliance plan.
June 3, 2020	FCC adopted the Second Report and Order and Order on Reconsideration, providing additional guidance to broadcasters deploying NextGen TV.
August 4, 2020	The Board authorized an additional $500 million share repurchase authorization.
August 19, 2020	Company submitted the $48 million payment for the FCC consent decree.
September 1, 2020	Petition filed to deny license renewal application of WBFF(TV), Baltimore, MD, and two other Baltimore stations.
September 2, 2020	FCC adopted a Memorandum Opinion and Order and NAL against licensees of several stations for retransmission consent negotiations.
November 6, 2020	Court denied defendants' motion to dismiss in the consolidated class action lawsuit.
November 9, 2020	National Association of Broadcasters filed a Petition for Declaratory Ruling and Petition for Rulemaking requesting FCC clarification on multicast streams.
November 18, 2020	Company entered into a commercial agreement with Bally's Corporation.
2021	Company detected a cyber-security incident resulting in an approximate $20 million loss, net of insurance recoveries.
July 28, 2021	FCC issued a forfeiture order upholding a $0.5 million penalty for retransmission consent negotiations for all but one station.
November 5, 2021	FCC released a Second Further Notice of Proposed Rulemaking seeking comment on multicast host station licensing issues.
March 14, 2022	FCC released a Memorandum Opinion and Order and Order on Reconsideration, reaffirming the forfeiture order and dismissing the Petition for Reconsideration.
June 2022	The Board adopted the 2022 Stock Incentive Plan (SIP).
June 22, 2022	FCC released a Third Further Notice of Proposed Rulemaking seeking comment on the state of the ATSC 3.0 transition.
September 21, 2022	FCC released an NAL against licensees of 83 Company stations and others for violation of children's television programming commercial matter limitations.
December 22, 2022	FCC released a Public Notice to initiate the 2022 Quadrennial Regulatory Review.
February 7, 2023	Interest rate swap agreement became effective, terminating on February 28, 2026.
February 10, 2023	Company purchased the remaining 175,000 units of Redeemable Subsidiary Preferred Equity for $190 million.
April 3, 2023	Old Sinclair entered into an Agreement of Share Exchange and Plan of Reorganization with Sinclair and Sinclair Holdings, LLC.
June 1, 2023	Share Exchange between Sinclair and Old Sinclair was completed, making Sinclair the publicly-traded parent company.
June 2, 2023	Sinclair Holdings became the intermediate holding company, and SBG transferred certain assets to Ventures.
July 19, 2023	Diamond Sports Group, LLC (DSG) filed a complaint (Diamond Litigation) in bankruptcy court against Sinclair subsidiaries and officers.
June 20, 2023	FCC adopted a Third Report and Order and Fourth Further Notice of Proposed Rulemaking regarding NextGen TV.
December 8, 2023	Court granted final approval of settlements with four original defendants in the class action lawsuits ($48 million total).
December 22, 2023	FCC completed its 2018 Quadrennial Regulatory Review, declining to loosen or eliminate existing television ownership rules.
January 1, 2024	Amendment No. 2 to Lease between Keyser Investment Group, Inc. and Sinclair Communications LLC was dated.
January 18, 2024	Motion filed to request substitution of the deceased petitioner in the WBFF(TV) license renewal proceeding.
March 1, 2024	Court approved a global settlement and release of all claims associated with the Diamond Litigation.
March 14, 2024	Accounts receivable securitization facility held by Diamond Sports Finance SPV, LLC (DSPV) was terminated.
March 27, 2024	Employment Agreement between Sinclair, Inc., Sinclair Broadcast Group, LLC, and David B. Gibber was dated.
April 30, 2024	Date from which monetary sanctions were imposed on Sinclair for costs of plaintiffs' investigation in class action lawsuit.
May 29, 2024	Four-year compliance plan related to the May 22, 2020 FCC consent decree terminated.
July 19, 2024	Marquee Sports Network sent a funding notice seeking $29 million under the Marquee guarantee.
August 2, 2024	Marquee sent another letter claiming breach of guarantee and requesting payment by August 17, 2024.
September 6, 2024	FCC issued a forfeiture order imposing a fine of $2.7 million against the Company for children's programming violations.
October 7, 2024	Company and other affected licensees filed a joint petition for reconsideration of the FCC forfeiture order.
November 2024	FASB issued guidance requiring disclosure of disaggregated information about certain income statement expense line items, effective for annual periods beginning after December 15, 2026.
December 6, 2024	Plaintiffs filed a motion seeking sanctions against the Company in connection with the loss of certain cell phone data in the class action lawsuit.
December 15, 2024	FASB guidance on reportable segment disclosure requirements became effective for fiscal years beginning after this date.
January 1, 2025	Company determined it had no further obligations under the Marquee guarantee agreement.
January 2, 2025	Diamond Sports Group, LLC (DSG) emerged from bankruptcy, terminating Sinclair's equity interest in DSG.
January 12, 2025	Transaction Support Agreement was dated.
January 21, 2025	President Trump issued an Executive Order requiring federal agencies to terminate DEI-based preferences.
February 2025	Sinclair and NBC announced a comprehensive multi-year agreement renewing station affiliation agreements.
February 10, 2025	Supplemental Indenture No. 4 was dated.
February 12, 2025	Credit Agreement, Indentures for 8.125% First-Out First Lien Secured Notes, 4.375% Second-Out First Lien Secured Notes, and 9.750% Senior Secured Second Lien Notes were dated. Seventh Amendment to Seventh Amended and Restated Credit Agreement was dated.
February 20, 2025	Special Master Richard Levie issued Report and Recommendation No. 3 addressing plaintiffs' challenges to privilege log entries.
March 2025	Sinclair announced a partnership with the Salvation Army to launch Sinclair Cares: From Homeless to Hope.
March 3, 2025	Stockholders Agreement by and among the Smith Brothers was dated.
April 2025	Sinclair launched BFFR, a weekly podcast from AMP Media. Sinclair held its third annual Sinclair Day of Service. STG repurchased $81 million of 5.125% Senior Notes due 2027.
April 14, 2025	Attorney filed a petition to deny against assignment applications for certain station sales.
June 2025	Sinclair purchased broadcast assets of WSJV in South Bend-Elkhart, IN, and sold broadcast assets of WHOI in Peoria/Bloomington, IL. Sinclair acquired license assets of KXVO in Omaha, NE. Sinclair's digital marketing agency rebranded under the Digital Remedy brand. WTA Ventures and Tennis Channel announced a new six-year media rights deal. Sinclair launched two local sports podcasts: 'The Script' and 'The Dynasty'.
June 9, 2025	Company entered into a binding term sheet to settle the Marquee guarantee matter.
June 18, 2025	FCC issued a Public Notice seeking comment to update the public record on the national ownership rule and UHF discount.
June 27, 2025	FCC adopted an Order and Consent Decree resolving the forfeiture order for children's programming, a closed captioning investigation, and pending station renewal applications.
July 2025	Sinclair sold owned stations in Milwaukee, Springfield, Ottumwa, and Quincy. Sinclair Cares ran two campaigns for Texas Flood relief and cancer treatment access. Sinclair announced the appointment of Narinder Sahai as EVP and CFO. Sinclair launched WKOF in Syracuse, New York, as an ATSC 3.0 lighthouse.
July 7, 2025	Restricted Stock Unit Agreement between Sinclair, Inc. and Narinder K Sahai was dated.
July 9, 2025	Company made the $500,000 voluntary contribution for the FCC consent decree.
July 23, 2025	Eighth Circuit issued a decision vacating the Top-Four Prohibition and the Note 11 Expansion.
July 28, 2025	Application for review of the FCC's decision on WBFF(TV) license renewal was filed.
July 30, 2025	Application for review of the decision to grant assignment applications was filed.
August 2025	Sinclair acquired license assets of WOLF, WQMY, and WGFL from New Age Media, LLC. Sinclair acquired license assets of KMEG from Waitt Broadcasting. Sinclair acquired license assets of KNSN, KBTV, and WSTR from Deerfield Media. Sinclair awarded scholarships to 15 university students. Tennis Channel signed extensions for Davis Cup and Billie Jean King Cup.
September 2025	Sinclair acquired the non-license assets of WLNE in Providence, RI. Sinclair's AMP Media launched THE TUNDRA: A Podcast on The Green Bay Packers.
September 29, 2025	Special Master Andersen issued Report and Recommendation No. 3 in the class action lawsuit.
September 30, 2025	FCC issued a Notice of Proposed Rulemaking in the 2022 Quadrennial Regulatory Review proceeding, seeking further comment on the Local Television Ownership Rule.
October 2025	STG repurchased the remaining $89 million of 5.125% Senior Notes due 2027. Sinclair acquired license assets of WUTB from Deerfield Media and WWHO from Manhan Media.
October 20, 2025	Court issued an order adopting Levie R&R No. 3 and denying objections, compelling production of 6,313 documents.
October 23, 2025	The Top-Four Prohibition and the Note 11 Expansion rules ceased to be effective.
October 29, 2025	FCC released a Fifth Further Notice of Proposed Rulemaking intended to accelerate the transition to ATSC 3.0.
November 2025	Sinclair partnered with Feeding America to launch Sinclair Cares: Fill the Food Banks.
November 6, 2025	STG and a subsidiary entered into a three-year, up to $375 million revolving accounts receivable securitization facility (A/R Facility).
November 17, 2025	Special Master Andersen issued Report and Recommendation No. 8 in the class action lawsuit.
November 18, 2025	Court issued a Memorandum Opinion and Order on plaintiffs' motion seeking sanctions, imposing monetary sanctions on Sinclair. Special Master Andersen issued Report and Recommendation No. 9 in the class action lawsuit.
December 2025	Sinclair acquired license assets of WWMB from Howard Stirk Holdings. Sinclair acquired license assets of WFLI and WTLF from MPS Media, LLC.
December 16, 2025	Special Master Andersen issued Report and Recommendation No. 13 in the class action lawsuit.
December 31, 2025	Fiscal year end for the 10-K filing.
January 16, 2026	Plaintiffs filed objections to Andersen R&R No. 13.
January 22, 2026	Court issued an order rejecting objections and adopting Andersen R&R No. 6, No. 8, and No. 9.
January 23, 2026	Court informed parties it will issue a new scheduling order, setting a trial date in November 2027.
January 2026	Sinclair's AMP Media launched 'Cousins', a weekly podcast series hosted by NBA icons Vince Carter and Tracy McGrady.
February 2026	Sinclair declared a quarterly cash dividend of $0.25 per share. Sinclair acquired non-license assets of KMYT and KOKI in Tulsa, OK, and disposed of non-license assets of KLEW in Spokane, WA, and KEPR, KIMA, KUNW, KORX, KVVK in Yakima, WA. FCC granted Sinclair's application to acquire WHAM in Rochester, NY, WGTU in Traverse City, MI, and WEYI in Flint, MI.
February 26, 2026	Date of outstanding shares count for Sinclair, Inc. Class A and Class B Common Stock.
February 27, 2026	Date of filing of the 10-K report.
June 1, 2026	Fact discovery closes for the class action lawsuits.
July 17, 2027	Extended sunset date for the substantially similar rule for simulcast streams and the requirement to comply with the ATSC A/322 standard on primary ATSC 3.0 streams.
November 2027	Anticipated trial date for the class action lawsuits.
November 6, 2028	Maturity date for the A/R Facility.
December 31, 2036	Expiration of the stockholders agreement among the Smith Brothers to vote for each other as Board candidates.

Recommendation

hold

The significant net loss and sharp decline in operating income for 2025, primarily driven by the cyclical drop in political advertising and ongoing subscriber erosion, present clear headwinds. While the debt recapitalization and growth in the Tennis segment are positive, the substantial debt load and persistent legal challenges, including the class action lawsuits and Marquee guarantee accrual, introduce considerable uncertainty. The strategic review could unlock value, but its outcome is uncertain. Given the mixed financial performance, ongoing industry shifts, and unresolved legal/regulatory matters, a 'hold' recommendation is appropriate. Investors should monitor the progress of the strategic review, the resolution of legal proceedings, and the company's ability to adapt to evolving media consumption habits and monetize new technologies like NextGen TV before making further investment decisions.

Keywords

Broadcast Media, Television Stations, Local Media, Tennis Channel, Advertising Revenue, Distribution Revenue, SEC Filing, 10-K, Financial Performance, Debt Recapitalization, NextGen TV, ATSC 3.0, Digital Media, Corporate Governance, Risk Factors, Shareholder Returns, Regulatory Compliance, FCC, Cybersecurity, Strategic Review, Mergers and Acquisitions, Capital Allocation, ESG, Artificial Intelligence, Sinclair Inc., SBGI

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