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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Stock Appreciation Rights | (5) | 03/08/2024 | A | 436,000 (6) | 03/08/2025 | 03/08/2034 | Class A Common Stock | 436,000 | $ 0 | 919,768 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| RUTISHAUSER LUCY 10706 BEAVER DAM RD COCKEYSVILLE, MD 21203 |
SVP & CFO | |||
| Clinton R. Black, V, Esq., on behalf of Lucy Rutishauser, by Power of Attorney | 03/12/2024 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | Common Stock issued as Restricted Stock, which vests 50% on March 8, 2025 and 50% on March 8, 2026. |
| (2) | N/A |
| (3) | Common Stock issued as Restricted Stock. The Reporting Person also owns 10,117.378292 shares of Class A Common Stock held in a 401(k) unitized stock fund and 6,536.21 shares of Class A Common Stock held in an Employee Stock Purchase Plan. |
| (4) | Designates withholding of shares to satisfy the Reporting Person's tax liability. |
| (5) | The Stock Appreciation Right is exercisable at the price equal in value to the difference between the Stock Appreciation Right's base value of $13.31 per stock appreciation right which is the fair market value of one share as of the grant date, and the per share closing price of Sinclair, Inc. common stock on the date of exercise. |
| (6) | Stock Appreciation Right shall vest 50% on March 8, 2025 and 50% on March 8, 2026. |