SEC Form 4 · accession 0001209191-18-052809
SONIC AUTOMOTIVE INC · SAH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
O Bruton Smith
Officer — Executive Chairman · Director · 10% Owner
Period of report
Sep 27, 2018
Accepted (ET)
Oct 1, 2018 · 4:42 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001043509
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF2,F3,F4,F1 | — | Sep 27, 2018 | P | 976,875 | A | — | — | Class A Common Stock | 976,875 | 9,858,125 | I |
| Class B Common StockF1 | — | holding | — | — | — | — | — | Class A Common Stock | 2,171,250 | 2,171,250 | D |
Explanation of responses
- F1Shares of Sonic Automotive, Inc.'s Class B Common Stock are convertible into shares of Sonic Automotive, Inc.'s Class A Common Stock on a 1-for-1 basis at the option of the reporting person and there is no expiration date.
- F2The reported securities were purchased in a private, non-market transaction and are held by Sonic Financial Corporation ("SFC"), a North Carolina corporation of which the reporting person is a shareholder, an officer and a director.
- F3Based solely on the average of the closing price of Sonic Automotive, Inc.'s Class A Common Stock for the 30-day trading period ended September 21, 2018, as reported by the New York Stock Exchange.
- F4Represents the entire amount of Sonic Automotive, Inc.'s Class B Common Stock held by SFC. The reporting person disclaims beneficial ownership of Sonic Automotive, Inc.'s Class B Common Stock held by SFC, except to the extent of his pecuniary interest therein.