Mga Batayang Estadistika
LEI | 2549009G116AM01XHN24 |
CIK | 1915657 |
SEC Filings
SEC Filings (Chronological Order)
September 3, 2025 |
dino-irpresentationsept NYSE: DINO INVESTOR PRESENTATION September 2025 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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September 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2025 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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August 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 20, 2025 HF SINCLAIR CORPORATION (Exact Name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 20, 2025 |
EX-99.1 Exhibit 99.1 HF Sinclair Corporation Announces Full Redemption of its 5.875% Senior Notes due 2026, its 6.375% Senior Notes due 2027 and the 6.375% Senior Notes due 2027 of its Wholly Owned Subsidiaries, Holly Energy Partners, L.P. and Holly Energy Finance Corp. DALLAS, TEXAS, August 20, 2025—HF Sinclair Corporation (the “Corporation”) (NYSE and NYSE Texas: DINO) today announced that it wi |
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August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 18, 2025 |
EX-4.2 Exhibit 4.2 Execution Version HF SINCLAIR CORPORATION AS ISSUER and COMPUTERSHARE TRUST COMPANY, N.A. AS TRUSTEE FOURTH SUPPLEMENTAL INDENTURE Dated as of August 18, 2025 to Indenture dated as of April 27, 2022 5.500% Senior Notes due 2032 TABLE OF CONTENTS Page ARTICLE I THE NOTES 1 Section 1.1 Form 1 Section 1.2 Title, Amount, Stated Maturity and Interest 3 Section 1.3 Security Registrar |
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August 18, 2025 |
HF Sinclair Announces Pricing Terms of Cash Tender Offer for Debt Securities EX-99.1 Exhibit 99.1 HF Sinclair Announces Pricing Terms of Cash Tender Offer for Debt Securities DALLAS, August 15, 2025 — HF Sinclair Corporation (NYSE and NYSE Texas: DINO) (the “Corporation”) today announced the pricing terms for its previously announced cash tender offer (the “Tender Offer”) to purchase any and all of its outstanding notes listed in the table below (collectively, the “Notes” |
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August 18, 2025 |
HF Sinclair Announces Final Results and Expiration of Cash Tender Offer for Debt Securities EX-99.2 Exhibit 99.2 HF Sinclair Announces Final Results and Expiration of Cash Tender Offer for Debt Securities DALLAS, August 15, 2025 — HF Sinclair Corporation (NYSE and NYSE Texas: DINO) (the “Corporation”) today announced the final results and expiration of its previously announced cash tender offer (the “Tender Offer”) to purchase any and all of its outstanding notes listed in the table belo |
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August 18, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 18, 2025 HF SINCLAIR CORPORATION (Exact Name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 18, 2025 |
HF Sinclair Corporation $500,000,000 5.500% Senior Notes due 2032 UNDERWRITING AGREEMENT EX-1.1 Exhibit 1.1 Execution Version HF Sinclair Corporation $500,000,000 5.500% Senior Notes due 2032 UNDERWRITING AGREEMENT August 11, 2025 Citigroup Global Markets Inc. Scotia Capital (USA) Inc. TD Securities (USA) LLC Truist Securities, Inc. as Representatives of the several underwriters listed in Schedule I hereto c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 |
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August 13, 2025 |
$500,000,000 HF Sinclair Corporation 5.500% Senior Notes due 2032 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-285291 PROSPECTUS SUPPLEMENT (To the prospectus dated February 26, 2025) $500,000,000 HF Sinclair Corporation 5.500% Senior Notes due 2032 We are offering $500,000,000 aggregate principal amount of 5.500% Senior Notes due 2032 (the “notes”). The notes will bear interest at the rate of 5.500% per year and will mature on S |
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August 13, 2025 |
Calculation of Filing Fee Tables S-3 HF Sinclair Corp Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid in Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid 1 Debt 5. |
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August 11, 2025 |
FWP Filed Pursuant to Rule 433 Registration No. 333- 285291 August 11, 2025 HF SINCLAIR CORPORATION Pricing Term Sheet $500,000,000 5.500% Senior Notes due 2032 Issuer: HF Sinclair Corporation Ratings (Moody’s / S&P / Fitch)*: Baa3 / BBB- / BBB- Ratings Outlooks (Moody’s / S&P / Fitch)*: Stable / Stable / Stable Security Type: Senior Unsecured Notes Pricing Date: August 11, 2025 Settlement Date: A |
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August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 11, 2025 |
HF Sinclair Announces Cash Tender Offer for Debt Securities EX-99.1 Exhibit 99.1 HF Sinclair Announces Cash Tender Offer for Debt Securities DALLAS, August 11, 2025 — HF Sinclair Corporation (NYSE and NYSE Texas: DINO) (the “Corporation”) today announced that it has commenced a cash tender offer (the “Tender Offer”) to purchase any and all of the outstanding notes listed in the table below (collectively, the “Notes” and each a “Series” of Notes). Title of |
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August 11, 2025 |
HF Sinclair Corporation Announces Pricing of Senior Notes Offering EX-99.1 Exhibit 99.1 HF Sinclair Corporation Announces Pricing of Senior Notes Offering DALLAS, August 11, 2025 — HF Sinclair Corporation (NYSE and NYSE Texas: DINO) (the “Corporation”) announced today that it has priced an offering of $500,000,000 aggregate principal amount of its 5.500% Senior Notes due 2032 (the “Notes”) at a price to the public of 99.290% of the principal amount thereof. The o |
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August 11, 2025 |
SUBJECT TO COMPLETION, DATED AUGUST 11, 2025 424B5 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-285291 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the acco |
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August 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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July 31, 2025 |
Press Release July 31, 2025 HF Sinclair Reports 2025 Second Quarter Results and Announces Regular Cash Dividend •Reported Net income attributable to HF Sinclair stockholders of $208 million, or $1. |
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July 31, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2025 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission F |
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July 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAIR |
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June 25, 2025 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 87-2092143 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificat |
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May 20, 2025 |
for the calendar year ended December 31, 2024 Exhibit 1.01 HF Sinclair Corporation Conflict Minerals Report for the Year Ended December 31, 2024 HF Sinclair Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for 2024, as contemplated by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD thereunder (collectively, the “Conflict Minerals Rule”). The date of filing of this Conflict Miner |
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May 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form SD SPECIALIZED DISCLOSURE REPORT HF SINCLAIR CORPORATION (Exact name of the registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 2323 Victory Avenue Suite 1400, Dallas, TX 75219 (Ad |
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May 15, 2025 |
Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF HF SINCLAIR CORPORATION HF Sinclair Corporation, a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: 1. The name of the Corporation is HF Sinclair Corporation. The date of filing of its original Certificate of Incorporation with the Secretary of State w |
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May 15, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2025 (May 14, 2025) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) |
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May 1, 2025 |
Press Release May 1, 2025 HF Sinclair Reports 2025 First Quarter Results and Announces Regular Cash Dividend First Quarter •Reported Net loss attributable to HF Sinclair stockholders of $4 million, or $(0. |
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May 1, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 1, 2025 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission Fil |
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May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAI |
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April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 3, 2025 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commission F |
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April 3, 2025 |
Exhibit 10.1 Execution Copy CUSIP NO. 40422SAB0 SENIOR UNSECURED MULTI-YEAR REVOLVING CREDIT AGREEMENT dated as of April 3, 2025 among HF SINCLAIR CORPORATION, The Lenders Party Hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent MUFG BANK, LTD., as Syndication Agent and BANK OF AMERICA, N.A., THE BANK OF NOVA SCOTIA, HOUSTON BRANCH, BARCLAYS BANK PLC, CITIBANK, N.A., CITIZE |
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April 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☑ Def |
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April 1, 2025 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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March 21, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 21, 2025 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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March 21, 2025 |
NYSE: DINO INVESTOR PRESENTATION March 2025 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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March 19, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☑ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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February 26, 2025 |
As filed with the Securities and Exchange Commission on February 26, 2025 Table of Contents As filed with the Securities and Exchange Commission on February 26, 2025 Registration No. |
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February 26, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 REGISTRATION STATEMENT (Form Type) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate |
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February 26, 2025 |
As filed with the Securities and Exchange Commission on February 26, 2025 Table of Contents As filed with the Securities and Exchange Commission on February 26, 2025 Registration No. |
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February 26, 2025 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 REGISTRATION STATEMENT (Form Type) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amo |
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February 26, 2025 |
Form T-1 Statement of Eligibility respecting the Indenture. Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) ☐ COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N |
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February 20, 2025 |
HF Sinclair Corporation Insider Trading Policy (for Exhibit 19.2 Insider Trading Policy Directors, Officers and Certain Employees This Insider Trading Policy (this “Policy”) provides guidelines for your transactions in the stock and other securities of HF Sinclair Corporation (“HF Sinclair”) and the use of any confidential information that comes into your possession about HF Sinclair and its subsidiaries. HF Sinclair is referred to in this Policy a |
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February 20, 2025 |
Notice of Grant of Restricted Stock Units Exhibit 10.28 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Director Award) Pursuant to the terms and conditions of the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan (the “Plan”), and the associated Restricted Stock Unit Agreement (Non-Employee Director Award) which has been made separ |
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February 20, 2025 |
Performance Share Unit Agreement. Exhibit 10.29 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT AGREEMENT (U.S.) This Performance Share Unit Agreement (the “Agreement”) is made and entered into by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), and you. This Agreement is entered into as of the 12th day of November, 2024 (the “Date of Grant”) WHEREAS, th |
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February 20, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2025 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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February 20, 2025 |
Notice of Grant of Restricted Stock Units Exhibit 10.27 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNITS (U.S.) Pursuant to the terms and conditions of the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan (the “Plan”), and the associated Restricted Stock Unit Agreement (U.S.) which has been made separately available to you (the “Agreement”), you |
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February 20, 2025 |
HF Sinclair Corporation Insider Trading Policy Exhibit 19.1 Insider Trading Policy All Employees of HF Sinclair Corporation This Insider Trading Policy (this “Policy”) provides guidelines for your transactions in the stock and other securities of HF Sinclair Corporation (“HF Sinclair”) and the use of any confidential information that comes into your possession about HF Sinclair and its subsidiaries. HF Sinclair is referred to in this Policy as |
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February 20, 2025 |
EXHIBIT 21.1 HF SINCLAIR CORPORATION SUBSIDIARIES OF REGISTRANT Name of Entity State or Country of Incorporation or Organization 7037619 Canada Inc. Canada Artesia PTU LLC Delaware Artesia Renewable Diesel Company LLC Delaware Black Eagle LLC Delaware Cheyenne Logistics LLC Delaware Cheyenne Pipeline LLC (joint venture) Texas Cheyenne Renewable Diesel Company LLC Delaware Cushing Connect Pipeline |
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February 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAIR COR |
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February 20, 2025 |
(In millions, except share and per share data) Press Release February 20, 2025 HF Sinclair Corporation Reports 2024 Fourth Quarter and Full Year Results and Announces Regular Cash Dividend Fourth Quarter •Reported Net loss attributable to HF Sinclair stockholders of $214 million, or $(1. |
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February 11, 2025 |
HF Sinclair Corporation Announces Partial Redemption of its 5.875% Senior Notes due 2026 EX-99.1 Exhibit 99.1 HF Sinclair Corporation Announces Partial Redemption of its 5.875% Senior Notes due 2026 DALLAS, TEXAS, February 11, 2025—HF Sinclair Corporation (the “Corporation”) (NYSE: DINO) today announced that it will redeem $195,000,000 aggregate principal amount of its outstanding 5.875% Senior Notes due 2026 (the “Notes”). The redemption price for the Notes will equal the greater of |
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February 11, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 11, 2025 HF SINCLAIR CORPORATION (Exact Name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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January 28, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 27, 2025 HF SINCLAIR CORPORATION (Exact Name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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January 28, 2025 |
EX-99.1 Exhibit 99.1 HF Sinclair Corporation Announces Redemption of HollyFrontier Corporation’s 5.875% Senior Notes due 2026 DALLAS, TEXAS, January 27, 2025—HF Sinclair Corporation (the “Corporation”) (NYSE: DINO) today announced that it will redeem all of the outstanding 5.785% Senior Notes due 2026 (the “Notes”) of HollyFrontier Corporation, its wholly owned subsidiary. The redemption price for |
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January 24, 2025 |
HF Sinclair Announces Early Results of Cash Tender Offer of Debt Securities Exhibit 99.1 HF Sinclair Announces Early Results of Cash Tender Offer of Debt Securities DALLAS, January 23, 2025 — HF Sinclair Corporation (NYSE: DINO) (the “Corporation”) today announced the early results of the previously announced cash tender offer (the “Tender Offer”) to purchase the outstanding notes listed in the table below (collectively, the “Notes” and each a “Series” of Notes). All term |
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January 24, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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January 24, 2025 |
HF Sinclair Announces Pricing Terms of Cash Tender Offer of Debt Securities Exhibit 99.2 HF Sinclair Announces Pricing Terms of Cash Tender Offer of Debt Securities DALLAS, January 24, 2025 – HF Sinclair Corporation (NYSE: DINO) (the “Corporation”) today announced the pricing terms for the previously announced cash tender offer (the “Tender Offer”) to purchase the outstanding notes (collectively, the “Notes” and each a “Series” of Notes) listed in the table below. All oth |
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January 23, 2025 |
Exhibit 4.2 HF SINCLAIR CORPORATION AS ISSUER and COMPUTERSHARE TRUST COMPANY, N.A. AS TRUSTEE THIRD SUPPLEMENTAL INDENTURE Dated as of January 23, 2025 to Indenture dated as of April 27, 2022 5.750% Senior Notes due 2031 6.250% Senior Notes due 2035 TABLE OF CONTENTS Page ARTICLE I THE NOTES 1 Section 1.1 Form 1 Section 1.2 Title, Amount, Stated Maturity and Interest 3 Section 1.3 Security Regist |
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January 23, 2025 |
EX-1.1 Exhibit 1.1 Execution Version HF Sinclair Corporation $650,000,000 5.750% Senior Notes due 2031 $750,000,000 6.250% Senior Notes due 2035 UNDERWRITING AGREEMENT January 8, 2025 BofA Securities, Inc. MUFG Securities Americas Inc. SMBC Nikko Securities America, Inc. Wells Fargo Securities, LLC as Representatives of the several underwriters listed in Schedule I hereto c/o BofA Securities, Inc. |
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January 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 23, 2025 HF SINCLAIR CORPORATION (Exact Name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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January 10, 2025 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(5) (Form Type) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(1) Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt 5. |
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January 10, 2025 |
HF Sinclair Corporation Announces Pricing of Senior Notes Offering EX-99.1 2 d831154dex991.htm EX-99.1 Exhibit 99.1 HF Sinclair Corporation Announces Pricing of Senior Notes Offering DALLAS, January 8, 2025 — HF Sinclair Corporation (NYSE: DINO) (the “Corporation”) announced today that it has priced an offering of $1,400,000,000 aggregate principal amount of its senior notes, consisting of $650,000,000 aggregate principal amount of 5.750% Senior Notes due 2031 (t |
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January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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January 10, 2025 |
Exhibit 99.2 HF Sinclair Announces Upsize of Previously Announced Cash Tender Offer to up to $1.05 Billion Aggregate Purchase Price of Debt Securities DALLAS, January 8, 2025 — HF Sinclair Corporation (NYSE: DINO) (the “Corporation”) today announced that it is increasing the aggregate purchase price (the “Maximum Aggregate Purchase Price”) of its previously announced cash tender offer (the “Tender |
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January 10, 2025 |
Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-264186 PROSPECTUS SUPPLEMENT (To the prospectus dated April 7, 2022) $1,400,000,000 HF Sinclair Corporation $650,000,000 5.750% Senior Notes due 2031 $750,000,000 6.250% Senior Notes due 2035 We are offering $1,400,000,000 aggregate principal amount of notes, consisting of $650,000,000 aggregate principal amount of 5.750% Seni |
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January 8, 2025 |
SUBJECT TO COMPLETION, DATED JANUARY 8, 2025 Table of Contents Filed pursuant to Rule 424(b)(5) Registration No. 333-264186 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are part of an effective registration statement filed with the Securities and Exchange Commission. This preliminary prospectus supplement and the accompanyi |
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January 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 8, 2025 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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January 8, 2025 |
EX-99.1 Exhibit 99.1 HF Sinclair Announces Cash Tender Offer for up to $900.0 Million Aggregate Purchase Price of Debt Securities DALLAS, January 8, 2025 — HF Sinclair Corporation (NYSE: DINO) (the “Corporation”) today announced that it has commenced a cash tender offer (the “Tender Offer”) to purchase the outstanding notes listed in the table below (collectively, the “Notes” and each a “Series” o |
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January 8, 2025 |
Filed Pursuant to Rule 433 Registration No. 333-264186 January 8, 2025 HF SINCLAIR CORPORATION Pricing Term Sheet $650,000,000 5.750% Senior Notes due 2031 $750,000,000 6.250% Senior Notes due 2035 2031 Notes 2035 Notes Issuer: HF Sinclair Corporation Ratings (Moody’s / S&P / Fitch)*: Baa3 / BBB- / BBB- Ratings Outlooks (Moody’s / S&P / Fitch)*: Stable / Stable / Stable Security Type: Senior Unsec |
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December 16, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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December 16, 2024 |
NYSE: DINO INVESTOR PRESENTATION December 2024 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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December 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 3, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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November 13, 2024 |
DINO / HF Sinclair Corporation / Capital World Investors - SEC SCHEDULE 13G Passive Investment SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* HF Sinclair Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to |
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October 31, 2024 |
Press Release October 31, 2024 HF Sinclair Corporation Reports 2024 Third Quarter Results and Announces Regular Cash Dividend •Reported Net loss attributable to HF Sinclair stockholders of $(75. |
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October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SIN |
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October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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August 30, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 30, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 30, 2024 |
NYSE: DINO INVESTOR PRESENTATION August 2024 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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August 5, 2024 |
Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-279321 HF SINCLAIR CORPORATION Offers to Exchange the Notes Set Forth Below Registered Under the Securities Act of 1933, as amended, for Any and All Outstanding Restricted Notes Set Forth Opposite the Corresponding Registered Notes REGISTERED NOTES RESTRICTED NOTES $399,875,000 6.375% Senior Notes due 2027 $399,875,000 6.375% |
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August 2, 2024 |
August 2, 2024 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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August 2, 2024 |
August 2, 2024 Securities and Exchange Commission 100 F Street NE Washington, D.C. 20549 Division of Corporation Finance Re: HF Sinclair Corporation Registration Statement on Form S-4 Filed May 10, 2024, as amended File No. 333-279321 Ladies and Gentlemen: This letter supplements the Registration Statement on Form S-4, as amended (as referenced above, the “Registration Statement”) of HF Sinclair C |
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August 1, 2024 |
Press Release August 1, 2024 HF Sinclair Corporation Reports 2024 Second Quarter Results and Announces Regular Cash Dividend •Reported net income attributable to HF Sinclair stockholders of $151. |
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August 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 1, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 1, 2024 |
As filed with the Securities and Exchange Commission on August 1, 2024 As filed with the Securities and Exchange Commission on August 1, 2024 Registration No. |
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August 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAIR |
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July 23, 2024 |
HF Sinclair Corporation 2828 N. Harwood, Suite 1300 Dallas, Texas 75201 Securities and Exchange Commission July 23, 2024 Page 1 HF Sinclair Corporation 2828 N. |
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July 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 15, 2024 (July 12, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporatio |
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July 10, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 10, 2024 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commission F |
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July 10, 2024 |
Exhibit 99.1 News Release July 10, 2024 HF Sinclair Corporation Announces Appointment of Eric L. Nitcher as Executive Vice President, General Counsel Dallas, Texas (July 10, 2024) — HF Sinclair Corporation (NYSE:DINO) (“HF Sinclair” or the “Company”) today announced that Eric L. Nitcher has been appointed as Executive Vice President, General Counsel of the Company, effective July 10, 2024. Prior t |
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July 10, 2024 |
DINO / HF Sinclair Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: HF Sinclair Corp Title of Class of Securities: Common Stock CUSIP Number: 403949100 Date of Event Which Requires Filing of this Statement: June 28, 2024 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 1 |
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June 24, 2024 |
NYSE: DINO INVESTOR PRESENTATION June 2024 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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June 24, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 24, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission F |
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June 14, 2024 |
JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) EX-99.2 3 d802551dex992.htm EX-99.2 Exhibit 99.2 JOINT FILING AGREEMENT PURSUANT TO RULE 13d-1(k) The undersigned acknowledge and agree that the foregoing Amendment No. 23 to the statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D, with respect to the common stock in HF Sinclair Corporation deemed to be benefi |
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June 14, 2024 |
EX-10.19 2 d802551dex1019.htm EX-10.19 Exhibit 10.19 Joinder Agreement This JOINDER AGREEMENT (“Joinder”), dated June 14, 2024, is executed by REH Advisors Inc. (the “Transferee”) and by REH Company (the “Transferor”) pursuant to the terms of the Stockholders Agreement, dated as of August 2, 2021 (the “Stockholders Agreement”), by and among Hippo Parent Corporation, a Delaware corporation (the “Co |
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June 14, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d802551dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 23)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Advisors Inc. 2800 West Lincolnway Cheyenne, Wyoming 82009 Attn: General Counsel with a copy to: David P. Oelman Mic |
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June 6, 2024 |
HF Sinclair Corporation 2828 N. Harwood, Suite 1300 Dallas, Texas 75201 Securities and Exchange Commission June 6, 2024 Page 1 HF Sinclair Corporation 2828 N. |
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May 30, 2024 |
HF Sinclair Corporation 2828 N. Harwood, Suite 1300 Dallas, Texas 75201 May 30, 2024 HF Sinclair Corporation 2828 N. Harwood, Suite 1300 Dallas, Texas 75201 May 30, 2024 VIA EDGAR Division of Corporation Finance Office of Energy & Transportation United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3561 Re: HF Sinclair Corporation Form 10-K for Fiscal Year Ended December 31, 2023 Form 8-K filed on February 21, 2024 File No. 001-41325 Ladies and |
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May 29, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT HF Sinclair Corporation (Exact name of registrant as specified in its charter) Delaware 001-41325 (State or other jurisdiction of incorporation) (Commission file number) 2828 N. Harwood St., Suite 1300 Dallas, Texas 75201 (Address of principal executive offices) (Zip code) Atanas H. Atanas |
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May 29, 2024 |
Conflict Minerals Report for the calendar year ended December 31, Exhibit 1.01 HF Sinclair Corporation Conflict Minerals Report for the Year Ended December 31, 2023 HF Sinclair Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for 2023, as contemplated by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD thereunder (collectively, the “Conflict Minerals Rule”). The date of filing of this Conflict Miner |
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May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of inco |
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May 22, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission Fi |
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May 16, 2024 |
, 2024, by and between HF Sinclair Corporation and REH Company Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of May 14, 2024, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 17,406,134 shares of the Company’s outst |
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May 16, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2024 (May 14, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) |
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May 16, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d840088dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 22)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 2800 West Lincolnway Cheyenne, Wyoming 82009 Attn: General Counsel with a copy to: David P. Oelman Michael S |
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May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 15, 2024 (May 9, 2024) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) |
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May 10, 2024 |
As filed with the Securities and Exchange Commission on May 10, 2024 Table of Contents As filed with the Securities and Exchange Commission on May 10, 2024 Registration No. |
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May 10, 2024 |
List of Subsidiaries of HF Sinclair. Exhibit 21.1 HF SINCLAIR CORPORATION SUBSIDIARIES OF REGISTRANT State or Country of Name of Entity Incorporation or Organization 7037619 Canada Inc. Canada Artesia PTU LLC Delaware Artesia Renewable Diesel Company LLC Delaware Black Eagle LLC Delaware Cheyenne Logistics LLC Delaware Cheyenne Pipeline LLC (joint venture) Texas Cheyenne Renewable Diesel Company LLC Delaware Cushing Connect Pipeline |
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May 10, 2024 |
Form of Letter of Transmittal. Exhibit 99.1 HF SINCLAIR CORPORATION LETTER OF TRANSMITTAL OFFER TO EXCHANGE $399,875,000 PRINCIPAL AMOUNT OF ITS 6.375% SENIOR NOTES DUE 2027, THE ISSUANCE OF WHICH HAS BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, FOR AN EQUAL PRINCIPAL AMOUNT OF 6.375% SENIOR NOTES DUE 2027 $498,879,000 PRINCIPAL AMOUNT OF ITS 5.000% SENIOR NOTES DUE 2028, THE ISSUANCE OF WHICH HAS BEEN REGISTER |
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May 10, 2024 |
Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ☐ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) N |
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May 10, 2024 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-4 REGISTRATION STATEMENT (Form Type) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price (1) Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Debt 6. |
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May 8, 2024 |
Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission F |
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May 8, 2024 |
Press Release May 8, 2024 HF Sinclair Corporation Reports 2024 First Quarter Results and Announces Regular Cash Dividend •Reported net income attributable to HF Sinclair stockholders of $314. |
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May 8, 2024 |
EXPLANATORY NOTE In the first quarter of 2024, HF Sinclair Corporation (“we,” “our,” “us,” “HF Sinclair” or the “Company”) internally restructured its operations, which resulted in a change to the composition of its reportable segments. |
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May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission Fil |
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May 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAI |
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April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14 OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2) |
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April 4, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14 OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted |
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April 3, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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April 2, 2024 |
, 2024, by and between HF Sinclair Corporation and REH Company Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of April 1, 2024, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 22,406,134 shares of the Company’s outs |
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April 2, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 2, 2024 (April 1, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporatio |
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March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION PROXY STATEMENT PURSUANT TO SECTION 14 OF THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. ) Filed by the Registrant ☑ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)( |
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February 29, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d804958dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 20)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 2800 West Lincolnway Cheyenne, Wyoming 82009 Attn: General Counsel with a copy to: David P. Oelman Michael S |
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February 29, 2024 |
NYSE: DINO INVESTOR PRESENTATION February 2024 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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February 29, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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February 28, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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February 21, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 21, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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February 21, 2024 |
Form of Restricted Stock Unit Agreement (for non-employee directors). Exhibit 10.39 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (Non-Employee Director Award) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (“Notice of Grant”) by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), and you; WHEREAS, the Comp |
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February 21, 2024 |
Form of Grant of Restricted Stock Units (for employees). Exhibit 10.43 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNITS (U.S.) Pursuant to the terms and conditions of the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan (the “Plan”), and the associated Restricted Stock Unit Agreement (U.S.) which has been made separately available to you (the “Agreement”), you |
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February 21, 2024 |
Press Release February 21, 2024 HF Sinclair Corporation Reports 2023 Fourth Quarter and Full Year Results Fourth Quarter •Reported net loss attributable to HF Sinclair stockholders of $(62. |
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February 21, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAIR COR |
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February 21, 2024 |
Form of Performance Share Unit Agreement. Exhibit 10.41 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT AGREEMENT (U.S.) This Performance Share Unit Agreement (the “Agreement”) is made and entered into by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), and you. This Agreement is entered into as of the day of , 2023 (the “Date of Grant”). WHEREAS, the Company, a |
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February 21, 2024 |
Form of Restricted Stock Unit Agreement (for employees). Exhibit 10.42 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT (U.S.) This Agreement is made and entered into as of the Date of Grant set forth in the Notice of Grant of Restricted Stock Units (“Notice of Grant”) by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), and you; WHEREAS, the Company, as part of your co |
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February 21, 2024 |
EXHIBIT 21.1 HF SINCLAIR CORPORATION SUBSIDIARIES OF REGISTRANT State or Country of Name of Entity Incorporation or Organization 7037619 Canada Inc. Canada Artesia PTU LLC Delaware Artesia Renewable Diesel Company LLC Delaware Black Eagle LLC Delaware Cheyenne Logistics LLC Delaware Cheyenne Pipeline LLC (joint venture) Texas Cheyenne Renewable Diesel Company LLC Delaware Cushing Connect Pipeline |
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February 21, 2024 |
al Report on Form 10-K for its fiscal year ended December 31, 2023, File No. 1-41325) Exhibit 97.1 HF Sinclair Corporation Mandatory Clawback Policy This Mandatory Clawback Policy (this “Policy”) has been adopted by the Board of Directors (the “Board”) of HF Sinclair Corporation (the “Company”) effective as of December 1, 2023. Purpose The purpose of this Policy is to provide the Compensation Committee of the Board (the “Committee”) with the ability to recover Incentive-Based Compe |
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February 21, 2024 |
EXHIBIT 4.16 DESCRIPTION OF COMMON STOCK General HF Sinclair Corporation (“HF Sinclair,” “we,” or “our”) is incorporated in the state of Delaware. The rights of our stockholders are generally covered by Delaware law and our certificate of incorporation (“Certificate”) and by-laws (“By-Laws”) (each as amended and restated and in effect as of the date hereof). The terms of our common stock are there |
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February 21, 2024 |
Form of Notice of Grant of Restricted Stock Units (for non-employee directors). Exhibit 10.40 HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Director Award) Pursuant to the terms and conditions of the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan (the “Plan”), and the associated Restricted Stock Unit Agreement (Non-Employee Director Award) which has been made separ |
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February 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 (February 13, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of inco |
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February 14, 2024 |
HF SINCLAIR CORPORATION ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS Exhibit 99.1 HF SINCLAIR CORPORATION ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS DALLAS – February 14, 2024 – HF Sinclair Corporation (NYSE:DINO) (“HF Sinclair”) announced that its Board of Directors (the “Board”) appointed Jeanne M. Johns as an independent director to the Board, effective February 13, 2024. This appointment increases the size of the Board to thirteen directors and increases the n |
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February 14, 2024 |
HF Sinclair Corporation Announces Increase in Regular Cash Dividend Exhibit 99.2 HF Sinclair Corporation Announces Increase in Regular Cash Dividend DALLAS – February 14, 2024 – HF Sinclair Corporation (NYSE:DINO) (“HF Sinclair”) announced today that its Board of Directors declared a regular quarterly dividend of $0.50 per share, an increase of $0.05 from the previous dividend of $0.45 per share. This dividend represents an 11% increase from the prior quarter and |
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February 13, 2024 |
DINO / HF Sinclair Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0079-hfsinclaircorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: HF Sinclair Corp Title of Class of Securities: Common Stock CUSIP Number: 403949100 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the |
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February 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2024 (February 6, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incor |
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February 12, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d639829dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 2800 West Lincolnway Cheyenne, Wyoming 82009 Attn: General Counsel with a copy to: David P. Oelman Michael S |
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February 9, 2024 |
DINO / HF Sinclair Corporation / Capital World Investors - SEC SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* HF Sinclair Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu |
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February 9, 2024 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 8, 2024, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 27,468,080 shares of the Company’s o |
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February 9, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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February 6, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2024 (February 3, 2024) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorp |
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February 6, 2024 |
Amended and Restated By-Laws of HF Sinclair Corporation (incorporated by reference to Exhibit 3. Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF HF SINCLAIR CORPORATION EFFECTIVE AS OF FEBRUARY 3, 2024 ARTICLE I OFFICES The principal office of HF Sinclair Corporation (the “Corporation”) in the State of Delaware shall be in the City of Wilmington, County of New Castle, and the name of the resident agent in charge thereof is The Corporation Trust Company. The Corporation may, in addition to its pri |
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January 5, 2024 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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January 4, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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January 4, 2024 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of January 3, 2024, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 27,922,460 shares of the Company’s ou |
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January 3, 2024 |
NYSE: DINO INVESTOR PRESENTATION January 2024 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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January 3, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 3, 2024 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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December 20, 2023 |
DINO / HF Sinclair Corporation / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d586405dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 2800 West Lincolnway Cheyenne, Wyoming 82009 Attn: General Counsel with a copy to: David P. Oelman Michael S |
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December 19, 2023 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of December 18, 2023, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 28,816,914 shares of the Company’s |
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December 19, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 18, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissi |
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December 4, 2023 |
HEP / Holly Energy Partners L.P. - Unit / HF Sinclair Corp - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15) Holly Energy Partners, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 435763 10 7 (CUSIP Number) Atanas H. Atanasov Executive Vice President and Chief Financial Officer HF Sinclair Corporation 2828 N. Harwood St., Suite 1300 Dallas, Texas 7 |
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December 4, 2023 |
Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 Registration Statement Under The Securities Act Of 1933 (Form Type) HF SINCLAIR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1 – Newly Registered Securities Security Type Security Class Title Fee Calculation Rule (3) Amount Registered (1)(2) Proposed Maximum Offering Price Per Unit (3) Maximum Aggregate Offering Pr |
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December 4, 2023 |
Exhibit 4.4 FIRST AMENDMENT TO THE HF SINCLAIR CORPORATION AMENDED AND RESTATED 2020 LONG TERM INCENTIVE PLAN This FIRST AMENDMENT (the “First Amendment”) to the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan, as amended from time to time (the “Plan”), is made by HF Sinclair Corporation (the “Company”). WITNESSETH: WHEREAS, on December 1, 2023, the Company completed a m |
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December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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December 4, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 4, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissio |
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December 4, 2023 |
Exhibit 4.1 HF SINCLAIR CORPORATION AS ISSUER and COMPUTERSHARE TRUST COMPANY, N.A. AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE Dated as of December 4, 2023 to Indenture dated as of April 27, 2022 6.375% Senior Notes due 2027 5.000% Senior Notes due 2028 TABLE OF CONTENTS Page ARTICLE I THE NOTES 2 Section 1.1 Form 2 Section 1.2 Title, Amount, Stated Maturity and Interest 2 Section 1.3 Security Regis |
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December 4, 2023 |
Exhibit 4.4 REGISTRATION RIGHTS AGREEMENT This REGISTRATION RIGHTS AGREEMENT dated December 4, 2023 (this “Agreement”) is entered into by and among HF Sinclair Corporation, a Delaware corporation (the “Company”), BofA Securities, Inc. (“BofA”), and Wells Fargo Securities, LLC (“Wells”) and the additional dealer managers listed on Schedule A attached hereto (together with BofA and Wells, each a “De |
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December 4, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d548818dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 550 East South Temple Salt Lake City, Utah 84102 Attn: General Counsel with a copy to: David P. Oelman Micha |
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December 4, 2023 |
As filed with the Securities and Exchange Commission on December 4, 2023 As filed with the Securities and Exchange Commission on December 4, 2023 Registration No. |
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December 1, 2023 |
Exhibit 10.1 Execution Copy AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT among HOLLY ENERGY PARTNERS, L.P., as Borrower, HF SINCLAIR CORPORATION, as Parent, THE FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent Dated as of December 1, 2023 AMENDMENT NO. 3 TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT This Amendme |
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December 1, 2023 |
HF SINCLAIR CORPORATION COMPLETES ACQUISITION OF HOLLY ENERGY PARTNERS, L.P. Exhibit 99.1 HF SINCLAIR CORPORATION COMPLETES ACQUISITION OF HOLLY ENERGY PARTNERS, L.P. DALLAS—December 1, 2023—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) today announced the completion of the transactions contemplated by the previously announced Agreement and Plan of Merger, pursuant to which HF Sinclair acquired all of the outstanding common units (“HEP Common Units”) representing li |
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December 1, 2023 |
Exhibit 10.2 Execution Copy PARENT GUARANTY AGREEMENT This Parent Guaranty Agreement dated as of December 1, 2023 (this “Guaranty”) is executed by HF SINCLAIR CORPORATION, a Delaware corporation (“Guarantor”), in favor of Wells Fargo Bank, National Association, as Administrative Agent (in such capacity, the “Administrative Agent”) for the ratable benefit of itself, the Lenders, the Issuing Banks, |
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December 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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November 30, 2023 |
Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Expiration and Final Results of Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers DALLAS, November 29, 2023—(BUSINESS WIRE)—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (NYSE: HEP) (“HEP”) today announced the expiration and final results of the prev |
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November 30, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 29, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissi |
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November 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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November 28, 2023 |
Exhibit 99.1 HF SINCLAIR CORPORATION STOCKHOLDERS AND HOLLY ENERGY PARTNERS, L.P. UNITHOLDERS APPROVE MERGER TRANSACTION DALLAS—November 28, 2023—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (“HEP”) (NYSE: HEP) announced that at a special meeting of HEP unitholders (the “HEP Special Meeting”) and a special meeting of HF Sinclair stockholders (the “HF Sinclai |
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November 14, 2023 |
EX-99.1 Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Results of Early Participation in Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers and Extension of the Early Participation Exchange Consideration DALLAS, November 13, 2023—(BUSINESS WIRE)—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (NYSE: |
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November 14, 2023 |
Exhibit 4.1 HOLLY ENERGY PARTNERS, L.P. and HOLLY ENERGY FINANCE CORP. AS ISSUERS and Each of the Guarantors Party Hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE Dated as of November 10, 2023 to Indenture dated as of April 8, 2022 TABLE OF CONTENTS Page ARTICLE I AMENDMENTS 2 Section 1.1 Amendments to the Indenture 2 ARTICLE II MISCELLANEOUS PROV |
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November 14, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of incorporation) (Commissi |
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November 14, 2023 |
Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Results of Early Participation in Exchange Offers and Consent Solicitations for Outstanding Notes of the HEP Issuers and Extension of the Early Participation Exchange Consideration DALLAS, November 13, 2023—(BUSINESS WIRE)—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (NYSE: HEP) (“ |
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November 14, 2023 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of incorporation) (Comm |
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November 14, 2023 |
EX-4.2 Exhibit 4.2 HOLLY ENERGY PARTNERS, L.P. and HOLLY ENERGY FINANCE CORP. AS ISSUERS and Each of the Guarantors Party Hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, AS TRUSTEE THIRD SUPPLEMENTAL INDENTURE Dated as of November 10, 2023 to Indenture dated as of February 4, 2020 TABLE OF CONTENTS Page ARTICLE I AMENDMENTS 2 Section 1.1 Amendments to the Indenture 2 ARTICLE II MISCELLAN |
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November 14, 2023 |
Exhibit 4.2 HOLLY ENERGY PARTNERS, L.P. and HOLLY ENERGY FINANCE CORP. AS ISSUERS and Each of the Guarantors Party Hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, AS TRUSTEE THIRD SUPPLEMENTAL INDENTURE Dated as of November 10, 2023 to Indenture dated as of February 4, 2020 TABLE OF CONTENTS Page ARTICLE I AMENDMENTS 2 Section 1.1 Amendments to the Indenture 2 ARTICLE II MISCELLANEOUS PR |
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November 14, 2023 |
EX-4.1 Exhibit 4.1 HOLLY ENERGY PARTNERS, L.P. and HOLLY ENERGY FINANCE CORP. AS ISSUERS and Each of the Guarantors Party Hereto and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE Dated as of November 10, 2023 to Indenture dated as of April 8, 2022 TABLE OF CONTENTS Page ARTICLE I AMENDMENTS 2 Section 1.1 Amendments to the Indenture 2 ARTICLE II MISCELLANEO |
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November 13, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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November 13, 2023 |
NYSE: DINO INVESTOR PRESENTATION November 2023 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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November 3, 2023 |
Filed by HF Sinclair Corporation Filed by HF Sinclair Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Holly Energy Partners, L. |
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November 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2023 (November 2, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorp |
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November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissio |
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November 2, 2023 |
Press Release November 2, 2023 HF Sinclair Corporation Reports 2023 Third Quarter Results and Announces Regular Cash Dividend •Reported net income attributable to HF Sinclair stockholders of $790. |
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November 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SIN |
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October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 30, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissio |
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October 30, 2023 |
Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Commencement of Private Exchange Offers and Consent Solicitations by HF Sinclair Corporation for Outstanding Notes of Holly Energy Partners, L.P. and Holly Energy Finance Corp. DALLAS, October 30, 2023 – (BUSINESS WIRE)— HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (NYSE: HEP) (“HE |
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October 30, 2023 |
Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Commencement of Private Exchange Offers and Consent Solicitations by HF Sinclair Corporation for Outstanding Notes of Holly Energy Partners, L.P. and Holly Energy Finance Corp. DALLAS, October 30, 2023 – (BUSINESS WIRE)— HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair”) and Holly Energy Partners, L.P. (NYSE: HEP) (“HE |
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October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 30, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissio |
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October 26, 2023 |
MERGER PROPOSAL—YOUR VOTE IS VERY IMPORTANT Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-274655 MERGER PROPOSAL—YOUR VOTE IS VERY IMPORTANT To the Stockholders of HF Sinclair Corporation and the Unitholders of Holly Energy Partners, L.P.: On August 15, 2023, HF Sinclair Corporation (“HF Sinclair”) and Holly Energy Partners, L.P. (“HEP”) entered into an Agreement and Plan of Merger (as the same may be amended or su |
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October 20, 2023 |
October 20, 2023 Division of Corporation Finance United States Securities and Exchange Commission 100 F Street, N. |
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October 19, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A 1 d496910dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* HF Sinclair Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 403949100 (CUSIP Number) REH Company 550 East South Temple Salt Lake City, Utah 84102 Attn: General Counsel with a copy to: David P. Oelman Micha |
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October 18, 2023 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of October 17, 2023, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 23,578,566 shares of the Company’s o |
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October 18, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 17, 2023 HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commissio |
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October 16, 2023 |
Form of Proxy Card and Voting Instructions for the HEP Special Meeting. Exhibit 99.3 PRELIMINARY COPY SUBJECT TO COMPLETION HOLLY ENERGY PARTNERS, L.P. 2828 N. HARWOOD SUITE 1300 DALLAS, TX 75201-1507 SCAN TO VIEW MATERIALS & VOTE w VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 10:59 p.m. Central Time on [TBD], 2023. Ha |
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October 16, 2023 |
Katherine Terrell Frank [email protected] Tel +1.214.220.7869 Fax +1.214.999.7869 October 16, 2023 Division of Corporation Finance Office of Mergers & Acquisitions United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3561 Attention: Perry Hindin Re: HF Sinclair Corporation Registration Statement on Form S-4 Filed September 22, 20 |
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October 16, 2023 |
Consent of Intrepid Partners, LLC. Exhibit 99.1 CONSENT OF INTREPID PARTNERS, LLC The Conflicts Committee of the Board of Directors of Holly Logistic Services, L.L.C. 2828 N. Harwood, Suite 1300 Dallas, TX 75201 Dear Members of the Committee: We hereby consent to the inclusion of our opinion letter, dated August 15, 2023, to the Conflicts Committee of the Board of Directors of Holly Logistic Services, L.L.C., the ultimate general p |
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October 16, 2023 |
Form of Proxy Card and Voting Instructions for the HF Sinclair Special Meeting. Exhibit 99.2 PRELIMINARY COPY SUBJECT TO COMPLETION HF SINCLAIR CORPORATION 2828 N. HARWOOD SUITE 1300 DALLAS, TX 75201-1507 SCAN TO VIEW MATERIALS & VOTE w VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 10:59 p.m. Central Time on [TBD], 2023. Have y |
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October 16, 2023 |
As filed with the Securities and Exchange Commission on October 16, 2023 Table of Contents As filed with the Securities and Exchange Commission on October 16, 2023 Registration No. |
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September 22, 2023 |
Consent of Intrepid Partners, LLC. Exhibit 99.1 CONSENT OF INTREPID PARTNERS, LLC The Conflicts Committee of the Board of Directors of Holly Logistic Services, L.L.C. 2828 N. Harwood, Suite 1300 Dallas, TX 75201 Dear Members of the Committee: We hereby consent to the inclusion of our opinion letter, dated August 15, 2023, to the Conflicts Committee of the Board of Directors of Holly Logistic Services, L.L.C., the ultimate general p |
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September 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commiss |
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September 22, 2023 |
As filed with the Securities and Exchange Commission on September 22, 2023 Table of Contents As filed with the Securities and Exchange Commission on September 22, 2023 Registration No. |
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September 22, 2023 |
Form of Proxy Card and Voting Instructions for the HF Sinclair Special Meeting. Exhibit 99.2 PRELIMINARY COPY SUBJECT TO COMPLETION HF SINCLAIR CORPORATION 2828 N. HARWOOD SUITE 1300 DALLAS, TX 75201-1507 SCAN TO VIEW MATERIALS & VOTE w VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 10:59 p.m. Central Time on [TBD], 2023. Have y |
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September 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorporation) (Commiss |
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September 22, 2023 |
EX-FILING FEES Exhibit 107 Calculation of Filing Fee Table Form S-4 (Form Type) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee(3) Carry Forward Form Type Carry Forward File Number Carry Forward Initial effective date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to Be Paid Equity Common Stock, par value $0. |
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September 22, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS On August 2, 2021, HollyFrontier Corporation (“HFC”), Hippo Parent Corporation, a wholly-owned subsidiary of HFC (“New Parent” or, following the consummation of the HFC Transactions (as defined below), HF Sinclair Corporation, or “HF Sinclair”), Hippo Merger Sub, Inc., a wholly-owned subsidiary of New Parent (“Parent Merge |
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September 22, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS On August 2, 2021, HollyFrontier Corporation (“HFC”), Hippo Parent Corporation, a wholly-owned subsidiary of HFC (“New Parent” or, following the consummation of the HFC Transactions (as defined below), HF Sinclair Corporation, or “HF Sinclair”), Hippo Merger Sub, Inc., a wholly-owned subsidiary of New Parent (“Parent Merge |
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September 22, 2023 |
Form of Proxy Card and Voting Instructions for the HEP Special Meeting. Exhibit 99.3 PRELIMINARY COPY SUBJECT TO COMPLETION HOLLY ENERGY PARTNERS, L.P. 2828 N. HARWOOD SUITE 1300 DALLAS, TX 75201-1507 SCAN TO VIEW MATERIALS & VOTE w VOTE BY INTERNET Before The Meeting - Go to www.proxyvote.com or scan the QR Barcode above Use the Internet to transmit your voting instructions and for electronic delivery of information. Vote by 10:59 p.m. Central Time on [TBD], 2023. Ha |
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September 19, 2023 |
EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED BY-LAWS OF HF SINCLAIR CORPORATION EFFECTIVE AS OF SEPTEMBER 18, 2023 ARTICLE I OFFICES The principal office of HF Sinclair Corporation (the “Corporation”) in the State of Delaware shall be in the City of Wilmington, County of New Castle, and the name of the resident agent in charge thereof is The Corporation Trust Company. The Corporation may, in addi |
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September 19, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 18, 2023 HF SINCLAIR CORPORATION (Exact name of registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commiss |
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September 12, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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September 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 11, 2023 (September 8, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of inc |
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September 11, 2023 |
, 2023, by and among HF Sinclair Corporation and REH Company Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of September 8, 2023, by and between HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 24,839,918 shares of the Company’s |
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September 6, 2023 |
NYSE: DINO INVESTOR PRESENTATION September 2023 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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September 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 5, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commissi |
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August 24, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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August 23, 2023 |
, 2023, by and among HF Sinclair Corporation and REH Company Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 22, 2023, by and among HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 26,653,483 shares of the Company’s outs |
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August 23, 2023 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 16, 2023 |
EX-99.1 Exhibit 99.1 Today, I am pleased to announce that HF Sinclair Corporation (HF Sinclair) and Holly Energy Partners, L.P. (HEP) announced that we have entered into a definitive merger agreement for HF Sinclair to acquire all outstanding common units of HEP not owned by HF Sinclair or its affiliates in exchange for a combination of HF Sinclair common stock and cash. For more information regar |
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August 16, 2023 |
HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Definitive Merger Agreement Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Definitive Merger Agreement • Consideration consists of HF Sinclair common stock at a fixed exchange ratio of 0.315, plus $4.00 in cash per each publicly held HEP common unit • Will simplify corporate structure, reduce costs, and further support the integration and optimization of the HF Sinclair portfolio • Transaction |
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August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 16, 2023 (August 15, 2023) HF Sinclair Corporation (Exact Name of Registrant as Specified in its Charter) Delaware 001-41325 87-2092143 (State or Other Jurisdiction of Incorpor |
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August 16, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among HF SINCLAIR CORPORATION, NAVAJO PIPELINE CO., L.P., HOLLY APPLE HOLDINGS LLC, HOLLY LOGISTIC SERVICES, L.L.C., HEP LOGISTICS HOLDINGS, L.P. and HOLLY ENERGY PARTNERS, L.P. August 15, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS; CONSTRUCTION 3 Section 1.1 Definitions 3 Section 1.2 Interpretation 15 ARTICLE II THE MERGER |
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August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 (August 15, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorpor |
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August 16, 2023 |
HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Definitive Merger Agreement Exhibit 99.1 HF Sinclair Corporation and Holly Energy Partners, L.P. Announce Definitive Merger Agreement • Consideration consists of HF Sinclair common stock at a fixed exchange ratio of 0.315, plus $4.00 in cash per each publicly held HEP common unit • Will simplify corporate structure, reduce costs, and further support the integration and optimization of the HF Sinclair portfolio • Transaction |
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August 16, 2023 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commis |
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August 16, 2023 |
HEP / Holly Energy Partners L.P. - Unit / HF Sinclair Corp - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14) Holly Energy Partners, L.P. (Name of Issuer) Common Units (Title of Class of Securities) 435763 10 7 (CUSIP Number) Atanas H. Atanasov Executive Vice President and Chief Financial Officer HF Sinclair Corporation 2828 N. Harwood, Suite 1300 Dallas, Texas 75201 |
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August 16, 2023 |
Exhibit 99.1 Today, I am pleased to announce that HF Sinclair Corporation (HF Sinclair) and Holly Energy Partners, L.P. (HEP) announced that we have entered into a definitive merger agreement for HF Sinclair to acquire all outstanding common units of HEP not owned by HF Sinclair or its affiliates in exchange for a combination of HF Sinclair common stock and cash. For more information regarding the |
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August 16, 2023 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER by and among HF SINCLAIR CORPORATION, NAVAJO PIPELINE CO., L.P., HOLLY APPLE HOLDINGS LLC, HOLLY LOGISTIC SERVICES, L.L.C., HEP LOGISTICS HOLDINGS, L.P. and HOLLY ENERGY PARTNERS, L.P. August 15, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS; CONSTRUCTION 3 Section 1.1 Definitions 3 Section 1.2 Interpretation 15 ARTICLE II THE MERGER |
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August 16, 2023 |
Exhibit 99.1 August 16, 2023 HF Sinclair Board of Directors Authorizes $1 Billion Share Repurchase Program DALLAS—(BUSINESS WIRE)—HF Sinclair Corporation (NYSE: DINO) (“HF Sinclair” or the “Company”) today announced its Board of Directors has authorized a $1 billion share repurchase program. This authorization replaces all existing share repurchase authorizations, of which there was approximately |
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August 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 (August 15, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorpor |
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August 16, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission |
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August 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAIR |
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August 3, 2023 |
Press Release August 3, 2023 HF Sinclair Corporation Reports 2023 Second Quarter Results and Announces Regular Cash Dividend •Reported net income attributable to HF Sinclair stockholders of $507. |
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August 2, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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July 31, 2023 |
Exhibit 10.1 STOCK PURCHASE AGREEMENT THIS STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of July 28, 2023, by and among HF Sinclair Corporation, a Delaware corporation (the “Company”), on the one hand, and REH Company (the “Selling Stockholder”), on the other hand. Recitals WHEREAS, the Selling Stockholder beneficially owns an aggregate of 34,853,483 shares of the Company’s outsta |
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July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 (July 28, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporatio |
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July 20, 2023 |
DINO / HF Sinclair Corp. / Sinclair Companies - SC 13D/A Activist Investment SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. |
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July 20, 2023 |
Present Principal Occupation and Position EX-99.2 Exhibit 99.2 Exhibit A Set forth below are the name, citizenship and the present principal occupation and/or employment of each director and executive officer of REH Company (f/k/a The Sinclair Companies). The mailing address for each individual listed below is 550 East South Temple, Salt Lake City, Utah 84102 other than Mrs. Holding whose mailing address is 760 Sunlight Road, Cody, Wyomin |
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May 25, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM SD SPECIALIZED DISCLOSURE REPORT HF Sinclair Corporation (Exact name of registrant as specified in its charter) Delaware 001-41325 (State or other jurisdiction of incorporation) (Commission file number) 2828 N. Harwood St., Suite 1300 Dallas, Texas 75201 (Address of principal executive offices) (Zip code) Vaishali S. Bhat |
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May 25, 2023 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2023 (May 24, 2023) HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) |
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May 25, 2023 |
Conflict Minerals Report for the calendar year ended December 31, EX-1.01 2 exhibit1011.htm EX-1.01 Exhibit 1.01 HF Sinclair Corporation Conflict Minerals Report for the Year Ended December 31, 2022 HF Sinclair Corporation has included this Conflict Minerals Report as an exhibit to its Form SD for 2022, as contemplated by Rule 13p-1 under the Securities Exchange Act of 1934, as amended, and Form SD thereunder (collectively, the “Conflict Minerals Rule”). The dat |
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May 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission Fi |
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May 16, 2023 |
dino-irpresentationmay2 NYSE: DINO INVESTOR PRESENTATION May 2023 2 Disclosure Statement Statements made during the course of this presentation that are not historical facts are “forward-looking statements” within the meaning of the U. |
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May 5, 2023 |
Exhibit 10.4 Execution Version THIRD AMENDMENT TO AMENDED AND RESTATED MASTER TOLLING AGREEMENT (Operating Assets) THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER TOLLING AGREEMENT (Operating Assets) (this “Amendment”) is entered into as of April 28, 2023 and effective as of January 1, 2023, by and among the Persons set forth on Exhibit A (each hereinafter sometimes referred to as a “Party” an |
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May 5, 2023 |
Filed by HF Sinclair Corporation 425 Filed by HF Sinclair Corporation Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Holly Energy Partners, L. |
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May 5, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-41325 HF SINCLAI |
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May 4, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2023 HF SINCLAIR CORPORATION (Exact name of Registrant as specified in its charter) Delaware 001-41325 87-2092143 (State or other jurisdiction of incorporation) (Commission Fil |