Heath Byrd - Sep 14, 2023 Form 4 Insider Report for SONIC AUTOMOTIVE INC (SAH)

Role
EVP and CFO
Signature
/s/ Heath R. Byrd
Stock symbol
SAH
Transactions as of
Sep 14, 2023
Transactions value $
-$1,273,292
Form type
4
Date filed
9/14/2023, 04:36 PM
Previous filing
Sep 8, 2023
Next filing
Feb 8, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SAH Class A Common Stock Options Exercise $573K +34.2K +20.27% $16.76 203K Sep 14, 2023 Direct F1
transaction SAH Class A Common Stock Sale -$1.85M -34.2K -16.86% $54.01 169K Sep 14, 2023 Direct F1, F2
holding SAH Class A Common Stock 23.7K Sep 14, 2023 by Bucknell Avenue, LLC F3

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 Options to purchase Options Exercise $0 -34.2K -100% $0.00* 0 Sep 14, 2023 Class A Common Stock 34.2K $16.76 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Stock options exercised and corresponding shares sold pursuant to pre-established 10b5-1 Trading Plan entered into on February 17, 2023.
F2 This transaction was executed in multiple trades at prices ranging from $54.00 per share to $54.06 per share. The price reported reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
F3 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.
F4 The date indicated is the grant date, and the options vest in three equal annual installments on the anniversary of the grant date, subject to continued employment requirements and compliance with certain restrictive covenants.