David B. Smith - Dec 31, 2022 Form 5 Insider Report for SONIC AUTOMOTIVE INC (SAH)

Role
Chairman and CEO, Director, 10%+ Owner
Signature
/s/ David B. Smith
Stock symbol
SAH
Transactions as of
Dec 31, 2022
Transactions value $
$0
Form type
5
Date filed
1/19/2023, 04:36 PM
Previous filing
Aug 26, 2022
Next filing
Feb 10, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SAH Class A Common Stock Will/Inheritance $0 +837K $0.00 837K Jun 22, 2022 by OBS Family, LLC F1, F2
holding SAH Class A Common Stock 468K Dec 31, 2022 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SAH Class B Common Stock Will/Inheritance $0 +2.17M +22.02% $0.00 12M Jun 22, 2022 Class A Common Stock 2.17M See Footnote F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The reported securities were acquired by OBS Family, LLC from Mr. O. Bruton Smith under the laws of descent and distribution automatically upon the death of Mr. O. Bruton Smith on June 22, 2022. The reporting person is a member and manager of OBS Family, LLC.
F2 The reporting person disclaims beneficial ownership of such shares of Sonic Automotive, Inc.'s Class A Common Stock, except to the extent of his pecuniary interest therein.
F3 Shares of Sonic Automotive, Inc.'s Class B Common Stock are convertible into shares of Sonic Automotive, Inc.'s Class A Common Stock on a 1-for-1 basis at the option of the reporting person and there is no expiration date.
F4 Includes 2,171,250 shares of Sonic Automotive, Inc.'s Class B Common Stock held by OBS Family, LLC, and 9,858,125 shares of Sonic Automotive, Inc.'s Class B Common Stock held by Sonic Financial Corporation ("SFC"), a North Carolina corporation of which the reporting person is a shareholder, director and officer. The reporting person disclaims beneficial ownership of such shares of Sonic Automotive, Inc.'s Class B Common Stock, except to the extent of his pecuniary interest therein.