Form 8-K

8-K — Sinclair, Inc.

Accession: 0001971213-26-000037

Filed: 2026-08-05

Period: 2026-08-05

CIK: 0001971213

SIC: 4833 (TELEVISION BROADCASTING STATIONS)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — sbgi-20260805.htm (Primary)

EX-99 (exhibit991-2q26pressreleas.htm)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: sbgi-20260805.htm · Sequence: 1

sbgi-20260805

false000197121300019712132026-08-052026-08-05

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

August 5, 2026

Date of Report (Date of earliest event reported)

Sinclair, Inc.

(Exact name of registrant as specified in its charter)

Maryland 333-271072 92-1076143

(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number)

10706 Beaver Dam Road Hunt Valley, MD 21030

(Address of principal executive offices and zip code)

(410) 568-1500

(Registrants' telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered

Class A Common Stock, par value $ 0.01 per share SBGI The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On August 5, 2026, Sinclair, Inc. (the "Company") announced via press release the Company’s financial results for the second quarter ended June 30, 2026. A copy of the Company’s press release is attached hereto as Exhibit 99.1. The information contained herein and the attached exhibit are furnished under this Item 2.02 of Form 8-K and are furnished to, but for purposes of Section 18 of the Securities Exchange Act of 1934 shall not be deemed filed with, the Securities and Exchange Commission. The information contained herein and in the accompanying exhibit shall not be incorporated by reference to any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibit related to Item 2.02 shall be deemed to be furnished and not filed.

Exhibit No. Description

99.1

Press Release (dated August 5, 2026).

104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SINCLAIR, INC.

By: /s/ David R. Bochenek

Name: David R. Bochenek

Title: Senior Vice President / Chief Accounting Officer

Dated: August 5, 2026

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Document

Press Release

SINCLAIR REPORTS SECOND QUARTER 2026 FINANCIAL RESULTS

BALTIMORE (August 5, 2026) - Sinclair, Inc. (Nasdaq: SBGI), the "Company" or "Sinclair," today reported financial results for the three and six months ended June 30, 2026.

Highlights:

•Total Revenue increased by 7% and Total Adjusted EBITDA increased by 45% year-over-year

•Total Adjusted EBITDA of $149 million

•Strong Political Advertising Revenue in the quarter of $59 million, an increase of 9% versus 2Q22

•Record setting World Cup audiences were showcased by Sinclair's FOX affiliate portfolio and cross platform engagement beyond linear TV with digital and podcast platforms

•Increased Full Year 2026 Adjusted EBITDA guidance

CEO Comment:

"Sinclair delivered strong second quarter results, with meaningful year-over-year growth in revenue and Adjusted EBITDA, driven by political advertising and disciplined execution across the business. Political advertising maintained significant momentum during the quarter as we move further into the 2026 midterm election cycle. Record-setting World Cup audiences across our FOX affiliate portfolio once again demonstrated the reach of broadcast television, while also driving engagement across our digital and podcast platforms. Traditional MVPD subscriber trends also continued to show signs of modest stabilization. Based on our second quarter performance and current political trends, we are increasing our full-year Adjusted EBITDA guidance."

Recent Developments:

Updated Full Year 2026 Guidance

•Increasing Total Company Adjusted EBITDA from a range of $700 million-$740 million to $730 million-$760 million

•Total Company and Local Media Total Revenue and Distribution Revenue guidance remain unchanged

•Decreasing Core Advertising Revenue reflecting strong political demand crowding out inventory in our most competitive markets and caution in a handful of cost-pressured advertiser categories

2026 Midterm Election

•Political revenue of $59 million in the quarter is up 9% compared to the second quarter of the 2022 mid-term election cycle

•Increased Political Advertising Revenue Guidance 13% from at least $333 million to at least $375 million

•Broadcast footprint spans across 39 distinct markets across the top-10 states with the highest projected political spend around this year’s mid-term elections, including 6 Competitive Senate races, 7 competitive gubernatorial races and 33 competitive House races

Balance Sheet

•Reduced $320 million of debt in the quarter (inclusive of $150 million accounts receivable facility paydown)

•Retired an additional approximate $25 million of B7 term loan in early July

•Ended the second quarter with total liquidity of ~$1.4 billion consisting of cash and cash equivalents of $604 million plus undrawn revolver and accounts receivable facility capacity

Content and Distribution

•Record setting 2026 FIFA World Cup audiences highlight the company's FOX affiliate portfolio, while AMP Media brands extended engagement and advertiser reach beyond traditional linear television

•Tennis Channel continued to grow engagement across linear, streaming, and direct-to-consumer (DTC) platforms with multiple second quarter events reaching record audiences including Charleston, Monte Carlo, Madrid, Rome, and 8 of 9 grass court tournaments

Financial Results:

Consolidated Financial Results

($ in millions) Three Months Ended Percent Change

June 30, 2026 March 31, 2026 June 30, 2025 QTQ YOY

Total revenue $ 840 $ 807 $ 784 4% 7%

Distribution revenue 444 458 434 (3)% 2%

Core advertising revenue 308 305 316 1% (3)%

Political advertising revenue 59 18 6 228% 883%

Other media and non-media revenue 29 26 28 12% 4%

Net (loss) income attributable to the Company $ (76) $ 20 $ (64) n/m 19%

Adjusted EBITDA(a)

$ 149 $ 126 $ 103 18% 45%

Six Months Ended Percent Change

June 30, 2026 June 30, 2025 YOY

Total revenue $ 1,647 $ 1,560 6%

Distribution revenue 902 885 2%

Core advertising revenue 613 608 1%

Political advertising revenue 77 12 542%

Other media and non-media revenue 55 55 —%

Net loss attributable to the Company $ (56) $ (220) (75)%

Adjusted EBITDA(a)

$ 275 $ 215 28%

n/m - not meaningful

(a)Adjusted EBITDA is defined as earnings before interest, tax, depreciation and amortization, and non-recurring and unusual transaction, implementation, legal, regulatory and other costs, as well as certain non-cash items such as stock-based compensation expense and other gains and losses less amortization of program costs. Refer to the reconciliation at the end of this press release and the Company’s website.

Segment Financial Results

Segment financial information is included in the following tables for the periods presented. The Local Media segment consists primarily of broadcast television stations, which the Company owns, operates or to which the Company provides services, and includes multicast networks and original content. The Local Media segment assets are owned and operated by Sinclair Broadcast Group, LLC (SBG), including its wholly-owned subsidiary, Sinclair Television Group, Inc. (STG). The Tennis segment consists primarily of Tennis Channel, a cable network which includes coverage of most of tennis' top tournaments and original professional sport and tennis lifestyle shows; the Tennis Channel International subscription and streaming service; Tennis Channel streaming service; TennisChannel 2, a 24-hours a day free ad-supported streaming television channel; and Tennis.com. Other includes non-broadcast digital solutions such as Digital Remedy, technical services, and other non-media investments. The assets of the Tennis segment and Other are owned and operated by Sinclair Ventures, LLC (Ventures).

Three months ended June 30, 2026 Local Media Tennis Other Corporate and Eliminations Consolidated

($ in millions)

Distribution revenue $ 389 $ 55 $ — $ — $ 444

Core advertising revenue 260 14 45 (11) 308

Political advertising revenue 59 — — — 59

Other media revenue 23 1 — (2) 22

Media revenue $ 731 $ 70 $ 45 $ (13) $ 833

Non-media revenue — — 8 (1) 7

Total revenue $ 731 $ 70 $ 53 $ (14) $ 840

Media programming and production expenses $ 381 $ 43 $ — $ — $ 424

Media selling, general and administrative expenses 176 19 35 (13) 217

Non-media expenses 2 — 12 (1) 13

Amortization of program costs 18 — — — 18

Corporate general and administrative expenses 23 — 1 21 45

Stock-based compensation 11 — 2 6 19

Non-recurring and unusual transaction, implementation, legal, regulatory and other costs

7 — — — 7

Interest expense (net)(a)

76 — (5) — 71

Capital expenditures 18 — 2 — 20

Distributions to (contributions from) the noncontrolling interests 2 — (2) — —

Cash distributions from investments — — 19 — 19

Net cash taxes paid 27

Net loss (77)

Operating income (loss) 68 2 1 (21) 50

Adjusted EBITDA(b)

149 8 7 (15) 149

Note: Certain amounts may not summarize to totals due to rounding differences.

(a)Interest expense (net) excludes deferred financing costs, original issue discount amortization, and other non-cash interest expense, and is net of interest income.

(b)Adjusted EBITDA is defined as earnings before interest, tax, depreciation and amortization, and non-recurring and unusual transaction, implementation, legal, regulatory and other costs, as well as certain non-cash items such as stock-based compensation expense and other gains and losses less amortization of program costs.

Three months ended June 30, 2025 Local Media Tennis Other Corporate and Eliminations Consolidated

($ in millions)

Distribution revenue $ 380 $ 54 $ — $ — $ 434

Core advertising revenue 272 13 38 (7) 316

Political advertising revenue 6 — — — 6

Other media revenue 21 1 — (1) 21

Media revenue $ 679 $ 68 $ 38 $ (8) $ 777

Non-media revenue — — 8 (1) 7

Total revenue $ 679 $ 68 $ 46 $ (9) $ 784

Media programming and production expenses $ 380 $ 39 $ 1 $ — $ 420

Media selling, general and administrative expenses 162 15 31 (8) 200

Non-media expenses 2 — 12 (1) 13

Amortization of program costs 17 — — — 17

Corporate general and administrative expenses 27 1 1 16 45

Stock-based compensation 11 — — 4 15

Non-recurring and unusual transaction, implementation, legal, regulatory and other costs

(3) — 1 — (2)

Interest expense (net)(a)

78 — (5) — 73

Capital expenditures 17 — — — 17

Distributions to the noncontrolling interests 3 — — — 3

Cash distributions from investments — — 6 — 6

Net cash taxes paid 32

Net loss (62)

Operating income (loss) 65 8 1 (53) 21

Adjusted EBITDA(b)

99 13 3 (12) 103

Note: Certain amounts may not summarize to totals due to rounding differences.

(a)Interest expense (net) excludes deferred financing costs, original issue discount amortization, and other non-cash interest expense, and is net of interest income.

Consolidated Balance Sheet and Cash Flow Highlights:

•Total Company debt was $4,059 million, all of which is indebtedness of STG.

•Cash and cash equivalents were $604 million, of which $115 million was STG cash and $489 million was Ventures cash. In addition, the Company had $763 million of available borrowing capacity under its revolver and undrawn capacity in our accounts receivable facility, bringing available liquidity to $1.4 billion. Leverage Metrics1 were:

◦First Out First Lien Leverage Ratio – 1.8x (Covenant <3.5x2)

◦Total Leverage Ratio – 5.2x (Covenant <7.0x)

•48,507,841 Class A common shares and 23,755,236 Class B common shares were outstanding, for a total of 72,263,077 common shares.

•In June, the Company paid a quarterly cash dividend of $0.25 per share.

•Capital expenditures for the second quarter of 2026 were $20 million.

1 Ratios as calculated and defined in STG’s bank credit agreement dated February 12, 2025.

2 The First-Out First Lien Leverage Ratio covenant in the STG Credit Agreement is only applicable if more than 35% of the first lien revolving credit facility is drawn and outstanding as of the end of the respective quarter. As of June 30, 2026, STG had no amounts outstanding under its first lien revolving credit facility.

Outlook:

The Company is updating its 2026 full year financial guidance that was reaffirmed in April in conjunction with the Company's second quarter earnings release.

Updated Guidance

For the twelve months ending December 31, 2026 ($ in millions) Local Media Consolidated

Total Revenue

$3,000 to 3,120 $3,400 to 3,540

Distribution Revenue

$1,510 to 1,570 $1,720 to 1,790

Core Advertising Revenue

$1,040 to 1,090 $1,220 to 1,280

Political Advertising Revenue

At least $375 At least $375

Adjusted EBITDA(a)

$710 to 740 $730 to 760

Capital expenditures $75 to 80

Net interest expense(b)

$290 to $295

Net cash tax payments Approx. $50

Previous Guidance as reaffirmed April 2026

For the twelve months ending December 31, 2026 ($ in millions) Local Media Consolidated

Total Revenue

$3,000 to 3,120

$3,400 to 3,540

Distribution Revenue

$1,510 to 1,570

$1,720 to 1,790

Core Advertising Revenue

$1,080 to 1,130

$1,260 to 1,320

Political Advertising Revenue

At least $333

Adjusted EBITDA(a)

$680 to 720 $700 to 740

Capital expenditures

$75 to 80

Net interest expense(b)

$300 to 310

Net cash tax payments $34 to 45

Note: Certain amounts may not summarize to totals due to rounding differences.

(b)Interest expense (net) excludes deferred financing costs, original issue discount amortization, and other non-cash interest expense and is net of interest income.

Conference Call:

The senior management of Sinclair will hold a conference call to discuss the Company's second quarter 2026 results on Wednesday, August 5, 2026, at 4:30 p.m. ET. The call will be webcast live and can be accessed at www.sbgi.net under "Investor Relations/Events and Presentations." After the call, an audio replay will remain available at www.sbgi.net. The press and the public will be welcome on the call in a listen-only mode. The dial-in number is (888) 506-0062, with entry code 943393.

Sinclair, Inc. and Subsidiaries

Unaudited Consolidated Balance Sheets

(In millions, except share and per share data)

As of June 30,

2026 As of December 31,

2025

ASSETS

Current assets:

Cash and cash equivalents $ 604 $ 866

Accounts receivable, net of allowance for doubtful accounts of $8 and $5, respectively

647 687

Prepaid expenses and other current assets 137 147

Total current assets 1,388 1,700

Property and equipment, net 634 655

Operating lease assets 108 110

Goodwill 2,083 2,085

Indefinite-lived intangible assets 24 149

Customer relationships, net 249 269

Other definite-lived intangible assets, net 347 264

Other assets 648 717

Total assets $ 5,481 $ 5,949

LIABILITIES AND EQUITY

Current liabilities:

Accounts payable and accrued liabilities $ 526 $ 496

Income taxes payable 24 21

Current portion of notes payable, finance leases, and commercial bank financing 23 25

Current portion of operating lease liabilities 25 24

Current portion of program contracts payable 42 70

Other current liabilities 74 67

Total current liabilities 714 703

Notes payable, finance leases, and commercial bank financing, less current portion 4,036 4,358

Operating lease liabilities, less current portion 108 112

Program contracts payable, less current portion 8 13

Deferred tax liabilities 141 213

Other long-term liabilities 170 180

Total liabilities 5,177 5,579

Commitments and contingencies

Shareholders’ equity:

Class A Common Stock, $.01 par value, 500,000,000 shares authorized, 48,507,841 and 45,979,350 shares issued and outstanding, respectively

1 1

Class B Common Stock, $.01 par value, 140,000,000 shares authorized, 23,755,236 and 23,755,236 shares issued and outstanding, respectively, convertible into Class A Common Stock

— —

Additional paid-in capital 642 613

Accumulated deficit (263) (171)

Total Sinclair shareholders’ equity 380 443

Noncontrolling interests (76) (73)

Total equity 304 370

Total liabilities and equity $ 5,481 $ 5,949

Sinclair, Inc. and Subsidiaries

Unaudited Consolidated Statements of Operations

(In millions, except share and per share data)

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026 2025

REVENUE:

Media revenue $ 833 $ 777 $ 1,634 $ 1,547

Non-media revenue 7 7 13 13

Total revenue 840 784 1,647 1,560

OPERATING EXPENSES:

Media programming and production expenses 424 420 836 838

Media selling, general and administrative expenses 217 200 431 392

Amortization of program costs 18 17 36 36

Non-media expenses 13 13 28 24

Depreciation of property and equipment 26 24 52 50

Corporate general and administrative expenses 45 45 94 97

Amortization of definite-lived intangible assets 42 35 81 71

Loss on asset dispositions and other, net 5 9 12 17

Total operating expenses 790 763 1,570 1,525

Operating income 50 21 77 35

OTHER INCOME (EXPENSE):

Interest expense including amortization of debt discount and deferred financing costs (80) (82) (165) (226)

Gain on extinguishment of debt 13 4 13 6

Loss from equity method investments (3) (1) (4) (7)

Other income (expense), net 55 (18) (23) (84)

Total other expense, net (15) (97) (179) (311)

Income (loss) before income taxes 35 (76) (102) (276)

INCOME TAX (PROVISION) BENEFIT (112) 14 46 60

NET LOSS (77) (62) (56) (216)

Net loss (income) attributable to the noncontrolling interests 1 (2) — (4)

NET LOSS ATTRIBUTABLE TO SINCLAIR $ (76) $ (64) $ (56) $ (220)

EARNINGS PER COMMON SHARE ATTRIBUTABLE TO SINCLAIR:

Basic earnings per share $ (1.06) $ (0.91) $ (0.80) $ (3.20)

Diluted earnings per share $ (1.06) $ (0.91) $ (0.80) $ (3.20)

Basic weighted average common shares outstanding (in thousands) 72,157 69,589 71,365 68,545

Diluted weighted average common and common equivalent shares outstanding (in thousands) 72,157 69,589 71,365 68,545

Sinclair, Inc. and Subsidiaries

Unaudited Consolidated Statements of Cash Flows

($ in millions)

Six Months Ended June 30,

2026 2025

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss $ (56) $ (216)

Adjustments to reconcile net loss to net cash flows from operating activities:

Amortization of definite-lived intangible and other assets 81 71

Depreciation of property and equipment 52 50

Amortization of program costs 36 36

Stock-based compensation 33 33

Deferred tax benefit (73) (141)

Loss on asset dispositions and other, net 12 17

Loss from equity method investments 4 7

Loss from investments 44 103

Distributions from investments 1 3

Gain on extinguishment of debt (13) (6)

Debt issuance costs — 68

Change in assets and liabilities, net of acquisitions:

Decrease in accounts receivable 36 15

Increase in prepaid expenses and other current assets (38) (38)

Increase in accounts payable and accrued and other current liabilities 28 104

Net change in net income taxes payable/receivable 1 49

Decrease in program contracts payable (38) (37)

Other, net (1) 9

Net cash flows from operating activities 109 127

CASH FLOWS USED IN INVESTING ACTIVITIES:

Acquisition of property and equipment (35) (33)

Acquisition of businesses, net of cash acquired (15) (25)

Purchases of investments (8) (20)

Distributions and proceeds from investments 45 13

Other, net 4 —

Net cash flows used in investing activities (9) (65)

CASH FLOWS USED IN FINANCING ACTIVITIES:

Proceeds from notes payable and commercial bank financing — 1,430

Repayments of notes payable, commercial bank financing, and finance leases (315) (1,414)

Dividends paid on Class A and Class B Common Stock (36) (34)

Debt issuance costs — (110)

Distributions to noncontrolling interests (3) (6)

Other, net (8) (9)

Net cash flows used in financing activities (362) (143)

NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH (262) (81)

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, beginning of period 866 697

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH, end of period $ 604 $ 616

Adjusted EBITDA is a non-GAAP operating performance measure that management and the Company’s Board of Directors use to evaluate the Company’s operating performance and for executive compensation purposes. The Company believes that Adjusted EBITDA provides useful information to investors by allowing them to view the Company’s business through the eyes of management and is a measure that is frequently used by industry analysts, investors and lenders as a measure of relative operating performance.

Adjusted EBITDA is provided on a forward-looking basis under the section entitled “Outlook” above. The Company has not included a reconciliation of projected Adjusted EBITDA to net income, which is the most directly comparable GAAP measure, for the periods presented in reliance on the unreasonable efforts exception provided under Item 10(e)(1)(i)(B) of Regulation S-K. The Company’s projected Adjusted EBITDA excludes certain items that are inherently uncertain and difficult to predict including, but not limited to, income taxes. Due to the variability, complexity and limited visibility of the adjusting items that would be excluded from projected Adjusted EBITDA in future periods, management does not rely upon them for internal use or measurement of operating performance, and therefore cannot create a quantitative projected Adjusted EBITDA to net income reconciliation for the periods presented without unreasonable efforts. A quantitative reconciliation of projected Adjusted EBITDA to net income for the periods presented would imply a degree of precision and certainty as to these future items that does not exist and could be confusing to investors. From a qualitative perspective, it is anticipated that the differences between projected Adjusted EBITDA to net income for the periods presented will consist of items similar to those described in the reconciliation of historical results below. The timing and amount of any of these excluded items could significantly impact the Company’s net income for a particular period. When planning, forecasting and analyzing future periods, the Company does so primarily on a non-GAAP basis without preparing a GAAP analysis.

In addition to the reconciliation of Adjusted EBITDA to its most directly comparable GAAP measure, net income, the Company also discloses a reconciliation of the Adjusted EBITDA of its segments to its more directly comparable GAAP measure, segment operating income.

Non-GAAP measures are not formulated in accordance with GAAP, are not meant to replace GAAP financial measures and may differ from other companies’ uses or formulations. Further discussions and reconciliations of the Company’s non-GAAP financial measures to their most directly comparable GAAP financial measures can be found on its website www.sbgi.net.

Sinclair, Inc. and Subsidiaries

Reconciliation of Non-GAAP Measurements - Unaudited

($ in millions)

Reconciliation of Consolidated Sinclair, Inc. Net Loss to Consolidated Adjusted EBITDA

Three Months Ended

June 30, Six Months Ended

June 30,

2026 2025 2026 2025

Reconciliation of Consolidated Sinclair, Inc. Net Loss to Consolidated Adjusted EBITDA

Net loss $ (77) $ (62) $ (56) $ (216)

Add: Income tax provision (benefit) 112 (14) (46) (60)

Add: Other income, net (7) (3) (6) (3)

Add: Loss from equity method investments 3 1 4 7

Add: (Income) loss from other investments and impairments (42) 30 43 103

Add: Gain from extinguishment of debt/insurance proceeds (13) (5) (13) (7)

Add: Interest expense 80 82 165 226

Less: Interest income (6) (7) (14) (15)

Less: Loss on asset dispositions and other, net 5 9 12 17

Add: Amortization of intangible assets & other assets 42 35 81 71

Add: Depreciation of property & equipment 26 24 52 50

Add: Stock-based compensation 19 15 39 36

Add: Non-recurring and unusual transaction, implementation, legal, regulatory and other costs 7 (2) 14 6

Adjusted EBITDA $ 149 $ 103 $ 275 $ 215

Sinclair, Inc. and Subsidiaries

Reconciliation of Non-GAAP Measurements - Unaudited

($ in millions)

Reconciliation of Segment Operating Income to Segment Adjusted EBITDA

Three months ended June 30, 2026 Local Media Tennis Other

Total revenue $ 731 $ 70 $ 53

Media programming and production expenses 381 43 —

Media selling, general and administrative expenses 176 19 35

Depreciation and intangible amortization expenses 58 6 4

Amortization of program costs 18 — —

Corporate general and administrative expenses 23 — 1

Non-media expenses 2 — 12

Loss on asset dispositions and other, net 5 — —

Segment operating income $ 68 $ 2 $ 1

Reconciliation of Segment GAAP Operating Income to Segment Adjusted EBITDA:

Segment operating income $ 68 $ 2 $ 1

Depreciation and intangible amortization expenses 58 6 4

Loss on asset dispositions and other, net 5 — —

Stock-based compensation 11 — 2

Non-recurring and unusual transaction, implementation, legal, regulatory and other costs 7 — —

Segment Adjusted EBITDA

$ 149 $ 8 $ 7

Three months ended June 30, 2025 Local Media Tennis Other

Total revenue $ 679 $ 68 $ 46

Media programming and production expenses 380 39 1

Media selling, general and administrative expenses 162 15 31

Depreciation and intangible amortization expenses

54 5 —

Amortization of program costs

17 — —

Corporate general and administrative expenses 27 1 1

Non-media expenses 2 — 12

Gain on asset dispositions and other, net (28) — —

Segment operating income $ 65 $ 8 $ 1

Reconciliation of Segment GAAP Operating Income to Segment Adjusted EBITDA:

Segment operating income $ 65 $ 8 $ 1

Depreciation and intangible amortization expenses 54 5 —

Gain on asset dispositions and other, net (28) — —

Stock-based compensation 11 — —

Non-recurring and unusual transaction, implementation, legal, regulatory and other costs

(3) — 1

Segment Adjusted EBITDA

$ 99 $ 13 $ 3

Forward-Looking Statements:

The matters discussed in this news release, particularly those in the section labeled “Outlook,” include forward-looking statements regarding, among other things, future operating results. When used in this news release, the words “outlook,” “intends to,” “believes,” “anticipates,” “expects,” “achieves,” “estimates,” and similar expressions are intended to identify forward-looking statements. Such statements are subject to a number of risks and uncertainties. Actual results in the future could differ materially and adversely from those described in the forward-looking statements as a result of various important factors, including and in addition to the assumptions set forth therein, but not limited to, the rate of decline in the number of subscribers to services provided by traditional and virtual multi-channel video programming distributors (“Distributors”); the Company’s ability to generate cash to service its substantial indebtedness; the successful execution of outsourcing agreements; the successful execution of retransmission consent agreements; the successful execution of network and Distributor affiliation agreements; the Company’s ability to identify and consummate acquisitions and investments, to manage increased financial leverage resulting from acquisitions and investments, and to achieve anticipated returns on those investments once consummated; the Company’s ability to compete for viewers and advertisers; pricing and demand fluctuations in local and national advertising; the appeal of the Company’s programming and volatility in programming costs; material legal, financial and reputational risks and operational disruptions resulting from a breach of the Company’s information systems; the impact of FCC and other regulatory proceedings against the Company; compliance with laws and uncertainties associated with potential changes in the regulatory environment affecting the Company’s business and growth strategy; the impact of pending and future litigation claims against the Company; the Company’s limited experience in operating or investing in non-broadcast related businesses; the outcome and timing of the strategic review process, which may be suspended or modified at any time; the possibility that the Company may decide not to undertake any transactions following the Board’s strategic review process; the Company’s inability to consummate any proposed transactions resulting from the strategic review; the potential for disruption to the Company’s business resulting from the strategic review process; potential adverse effects on the Company’s stock price from the announcement, suspension or consummation of the strategic review process and the results thereof; and any risk factors set forth in the Company’s recent reports on Form 10-Q and/or Form 10-K, as filed with the Securities and Exchange Commission. There can be no assurances that the assumptions and other factors referred to in this release will occur. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements except as required by law.

Category: Financial

About Sinclair:

Sinclair, Inc. is a diversified media company and a leading provider of local news and sports. The Company owns, operates and/or provides services to 178 television stations in 79 markets affiliated with all major broadcast networks; and owns Tennis Channel, the premium destination for tennis enthusiasts, and multicast networks CHARGE, Comet, ROAR and The Nest. Sinclair’s AMP Media produces a growing portfolio of digital content and original podcasts. Additional information about Sinclair can be found at www.sbgi.net.

Investor Contact:

Christopher C. King, VP, Investor Relations

(410) 568-1500

Media Contact:

Jessica Bellucci

jbellucci-c@sbgtv.com

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Aug. 05, 2026

Document Information [Line Items]

Document Type

8-K

Document Period End Date

Aug. 05, 2026

Entity Registrant Name

Sinclair, Inc.

Entity Incorporation, State or Country Code

Entity File Number

333-271072

Entity Tax Identification Number

92-1076143

Entity Address, Address Line One

10706 Beaver Dam Road

Entity Address, City or Town

Hunt Valley

Entity Address, State or Province

Entity Address, Postal Zip Code

21030

City Area Code

410

Local Phone Number

568-1500

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Entity Emerging Growth Company

false

Title of 12(b) Security

Class A Common Stock, par value $ 0.01 per share

Trading Symbol

SBGI

Security Exchange Name

NASDAQ

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false

Entity Central Index Key

0001971213

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