Sonic Automotive Inc.

04/14/2021 | Press release | Distributed by Public on 04/14/2021 17:07

Insider Trading Report (SEC Filing - 4)

SEC FORM 4SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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OMB Number: 3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Byrd Heath
(Last) (First) (Middle)
C/O SONIC AUTOMOTIVE, INC.
4401 COLWICK ROAD
(Street)
CHARLOTTE NC 28211
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SONIC AUTOMOTIVE INC [ SAH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
04/12/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 04/12/2021 M(1) 12,729 A $16.76 118,490 D
Class A Common Stock 04/12/2021 S(1) 12,729 D $49.83(2) 105,761 D
Class A Common Stock 04/13/2021 M(1) 9,281 A $16.76 115,042 D
Class A Common Stock 04/13/2021 S(1) 9,281 D $49.17(3) 105,761 D
Class A Common Stock 04/14/2021 M(1) 45,483 A $16.76 151,244 D
Class A Common Stock 04/14/2021 S(1) 45,483 D $49.8(4) 105,761 D
Class A Common Stock 23,651 I by Bucknell Avenue, LLC
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Options to purchase $16.76 04/12/2021 M(1) 12,729 04/10/2020(5) 04/10/2030 Class A Common Stock 12,729 $0.00 189,750 D
Options to purchase $16.76 04/13/2021 M(1) 9,281 04/10/2020(5) 04/10/2030 Class A Common Stock 9,281 $0.00 180,469 D
Options to purchase $16.76 04/14/2021 M(1) 45,483 04/10/2020(5) 04/10/2030 Class A Common Stock 45,483 $0.00 134,986 D
Explanation of Responses:
1. Employee stock options exercised and underlying shares sold pursuant to pre-established 10b5-1 Trading Plan.
2. This transaction was executed in multiple trades at prices ranging from $49.35 per share to $50.07 per share. The price reported reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
3. This transaction was executed in multiple trades at prices ranging from $49.00 per share to $49.40 per share. The price reported reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
4. This transaction was executed in multiple trades at prices ranging from $49.00 per share to $50.24 per share. The price reported reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
5. The date indicated is the grant date, and the options vest in three equal installments on the anniversary of the grant date, subject to continued employment requirements and compliance with certain restrictive covenants.
Remarks:
/s/ Heath R. Byrd 04/14/2021
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.