HF Sinclair Corporation entered into a Stock Purchase Agreement with REH Advisors Inc. on October 29, 2026. Under the terms of the agreement, HF Sinclair agreed to repurchase 2,350,000 shares of its outstanding common stock from REH Advisors. The transaction is a privately negotiated deal with an aggregate purchase price of approximately $257 million.

The shares are being purchased at a price of $109.37 per share. The company stated that the purchase price will be funded using cash on hand. The transaction is expected to be completed on or around November 3, 2026.

This repurchase is part of HF Sinclair’s previously authorized $1.5 billion share repurchase program, which was approved by the Board of Directors on August 26, 2026. Following this transaction, the company has repurchased a total of $766 million in common stock under the program and has approximately $734 million remaining in authorization.

The filing also notes that this is the twenty-third privately negotiated transaction between the company and REH Advisors. Additionally, the agreement references the Stockholders Agreement in effect since August 2, 2021, which outlines the rights of the REH Parties regarding board representation. The filing indicates that following this repurchase, the REH Parties are expected to beneficially own less than the Designation Threshold, which is less than 15% but at least 5% of all Common Stock.