| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
Sinclair, Inc. [ SBGI ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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| 2a. Foreign Trading Symbol
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| 3. Date of Earliest Transaction
(Month/Day/Year) 09/30/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | D | $12.76(2) | 51,900(3)(4) | I | Frederick G. Smith AFS 2025, Series I Irrevocable Trust(5) | ||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | A | $12.76(2) | 237,000(3)(4) | D | |||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | D | $12.76(2) | 51,900(3)(4) | I | Frederick G. Smith JRS 2025, Series I Irrevocable Trust(5) | ||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | A | $12.76(2) | 285,000(3)(4) | D | |||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | D | $12.76(2) | 51,008(3)(4) | I | Frederick G. Smith EGS 2025, Series I Irrevocable Trust(5) | ||
| Class A Common Stock | 09/30/2026 | J(1) | 48,000 | A | $12.76(2) | 333,000(4) | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Represents shares of Class A Common Stock received by the Reporting Person on September 23, 2026 as an in-kind distribution from the Frederick G. Smith AFS 2025, Series I Irrevocable Trust in satisfaction of an annuity payment. The Reporting Person is the settlor and sole annuitant of the trust. The transaction effected only a change in the form of the Reporting Person's beneficial ownership, from indirect to direct, without changing the Reporting Person's pecuniary interest. |
| 2. Reflects the closing price of the Common Stock on September 29, 2026, the closing date of the day prior to the date of distribution, which was used to value the shares distributed and determine the number of shares required to satisfy the annuity payment. |
| 3. Upon the consummation of all of the transactions contemplated by this filing, the Reporting Person shall own 333,000 shares of Class A Common Stock. |
| 4. The Reporting person also directly owns 3,000,000 shares of Class B Common Stock, and he owns 17,801.567198 shares of Class A Common Stock held in a 401(k) unitized stock fund. |
| 5. The Reporting Person has the right to substitute the corpus of the trust. |
| Anastasia Thomas Nardangeli, Esq., on behalf of Frederick G. Smith, by Power of Attorney | 10/02/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||