J. Duncan Smith, a director, 10% owner, and Vice President/Secretary of Sinclair, Inc., filed a Form 4 on November 10, 2026, reporting transactions dated November 6, 2026, that included a voluntary conversion of Class B Common Stock into Class A Common Stock and a series of gift dispositions.

Key Highlights

  • Conversion: Smith voluntarily converted 99,290 shares of Class B Common Stock into 99,290 shares of Class A Common Stock on a one-for-one basis, with no additional consideration paid, according to the filing.
  • Gift dispositions: Three separate gift transactions (transaction code G) disposed of 35,715 shares, 27,860 shares, and 35,715 shares of Class A Common Stock, each at a price of $13.705, described as the average closing price on the date of the transactions.
  • Remaining direct Class A ownership: Following all reported transactions, Smith directly owns 185 shares of Class A Common Stock, the filing states.
  • Class B holdings: Smith retains 5,416,096 Class B Common Stock derivative securities following the reported transactions, held directly.
  • Additional indirect and 401(k) holdings: The filing discloses Smith also directly owns 22,686.911454 shares of Class A Common Stock in a 401(k) unitized stock fund, and indirectly holds Class B shares through several irrevocable trusts benefiting family members.
  • Roles: Smith is identified in the filing as a director, 10% owner, and Vice President/Secretary of Sinclair, Inc. (NASDAQ:SBGI).

Smith's Class B Conversion and Gift Transactions at Sinclair, Inc.

According to the Form 4 filed on November 10, 2026, J. Duncan Smith executed several transactions on November 6, 2026, involving Sinclair, Inc. (NASDAQ:SBGI) Class A and Class B Common Stock. The filing reports a conversion of 99,290 Class B shares into an equal number of Class A shares under transaction code C. The filing states this was "pursuant to the Company's governing documents" and that "no additional consideration was paid in connection with the conversion." The Class B Common Stock is described as "convertible at the Reporting Person's election" with no expiration date.

Following the conversion, Smith disposed of Class A shares through three gift transactions (transaction code G) on the same date: 35,715 shares, 27,860 shares, and 35,715 shares, each recorded at a price of $13.705, which the filing describes as the average closing price on the date of the transactions. After these dispositions, Smith's directly held Class A Common Stock position stood at 185 shares, as stated in the filing. The filing further notes that Smith directly owns 22,686.911454 shares of Class A Common Stock in a 401(k) unitized stock fund.

The filing also discloses indirect ownership of Class B Common Stock through several irrevocable trusts: 137,154 shares divided equally among three trusts for the benefit of Smith's children, of which Smith is a co-trustee; 41,050 shares in an irrevocable trust for the benefit of family members; and 872,600 shares held collectively in two separate irrevocable trusts for the benefit of Smith. The Form 4 was signed on November 10, 2026, by Anastasia Thomas Nardangeli, Esq., on Smith's behalf by power of attorney.

What Was Disclosed

The filing reports a voluntary one-for-one Class B to Class A conversion of 99,290 shares at no cost, followed by three gift dispositions totaling 99,290 Class A shares at $13.705 each, leaving Smith with 185 directly held Class A shares and 5,416,096 directly held Class B derivative securities.