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

Role: Director, 10%+ Owner
Signature: /s/ Marcus G. Smith
Stock symbol: SAH
Transactions as of: Dec 31, 2022
Transactions value $: $0
Form type: 5
Date filed: 1/23/2023, 06:59 AM
Previous filing: Apr 29, 2022
Next filing: May 16, 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						51.9K	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	$0.00	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.