HF Sinclair Corp Enters Material Definitive Agreement

Ticker: DINO · Form: 8-K · Filed: Sep 17, 2025 · CIK: 1915657

Sentiment: neutral

Topics: material-definitive-agreement

TL;DR

HF Sinclair just signed a big deal, details TBD.

AI Summary

On September 16, 2025, HF Sinclair Corporation entered into a material definitive agreement. The filing does not disclose specific details of the agreement or any associated dollar amounts. The company is incorporated in Delaware and its principal executive offices are located in Dallas, Texas.

Why It Matters

This filing indicates a significant new contract or partnership for HF Sinclair Corporation, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details regarding the material definitive agreement introduces uncertainty about its potential impact on the company.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by HF Sinclair Corporation?

The filing does not specify the nature of the material definitive agreement.

When did HF Sinclair Corporation enter into this material definitive agreement?

HF Sinclair Corporation entered into the material definitive agreement on September 16, 2025.

What is the Commission File Number for HF Sinclair Corporation?

The Commission File Number for HF Sinclair Corporation is 001-41325.

What is the I.R.S. Employer Identification Number for HF Sinclair Corporation?

The I.R.S. Employer Identification Number for HF Sinclair Corporation is 87-2092143.

Where are HF Sinclair Corporation's principal executive offices located?

HF Sinclair Corporation's principal executive offices are located at 2323 Victory Avenue, Suite 1400, Dallas, TX 75219.

Filing Stats: 1,032 words · 4 min read · ~3 pages · Grade level 13.5 · Accepted 2025-09-16 18:42:25

Key Financial Figures

Filing Documents

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On September 16, 2025, HF Sinclair Corporation (the "Company") entered into a Stock Purchase Agreement (the "Stock Purchase Agreement") with REH Advisors Inc. (the "Selling Stockholder" or "REH") (now the parent company of REH Company, LLC (formerly known as The Sinclair Companies)), pursuant to which the Company agreed to repurchase from the Selling Stockholder 1,948,558 shares of the Company's outstanding common stock, par value $0.01 per share (the "Common Stock"), in a privately negotiated transaction. The price per share to be paid by the Company under the Stock Purchase Agreement is $51.32 per share resulting in an aggregate purchase price of $99,999,997. The purchase price will be funded with cash on hand. The Stock Purchase Agreement contains customary representations, warranties and covenants of the parties. The shares to be repurchased under the Stock Purchase Agreement will be held as treasury stock by the Company. This share repurchase is the eighteenth privately negotiated transaction between the Company and the Selling Stockholder. The share repurchase described above will be made pursuant to the Company's previously disclosed $1 billion share repurchase program authorized by the Board of Directors of the Company on May 7, 2024 (the "Share Repurchase Program") and is expected to be completed on or around September 19, 2025. To date, the Company has repurchased $411,256,895 in Common Stock under the Company's Share Repurchase Program, which is inclusive of the share repurchase described above. The timing and amount of future share repurchases under the Company's Share Repurchase Program, including any additional repurchases from REH, will depend on market conditions and corporate, tax, regulatory and other relevant considerations. The Share Repurchase Program may be discontinued at any time by the Board of Directors of the Company. The foregoing description of the Stock Purchase Agreement does

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits . (d) Exhibits Exhibit Number Description 10.1 Stock Purchase Agreement, dated as of September 16, 2025, by and between HF Sinclair Corporation and REH Advisors Inc. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HF SINCLAIR CORPORATION By: /s/ Atanas H. Atanasov Atanas H. Atanasov Executive Vice President and Chief Financial Officer Date: September 16, 2025

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