01—Abstract
Summary
Summary of the 8-K filed February 18, 2026. Cited figures are marked; the original filing is the authoritative source.
HF Sinclair Corporation (NYSE: DINO) reported unaudited fourth quarter 2025 results on February 18, 2026, with a Net loss attributable to HF Sinclair stockholders of $28 milliona, or $(0.16) per diluted share, compared with a net loss of $214 million, or $(1.14) per diluted share, in the fourth quarter of 2024.
Excluding adjustments, adjusted net income attributable to HF Sinclair stockholders was $221 millionb, or $1.20 per diluted share. Fourth quarter EBITDA was $235 million and Adjusted EBITDA was $564 million. For full-year 2025, the company reported net income attributable to HF Sinclair stockholders of $579 million, or $3.08 per diluted share, adjusted net income of $951 million, or $5.06 per diluted share, EBITDA of $1.8 billion and Adjusted EBITDA of $2.3 billion.
The company also declared a regular quarterly dividend of $0.50c per share, payable March 12, 2026, and returned $724 million to stockholders in 2025 through dividends and share repurchases. The Audit Committee is assessing certain matters relating to the company's disclosure processes, so the 2025 financial results are unaudited and the company will not file its Form 10-K on schedule. The Audit Committee has determined that these matters do not affect the fourth quarter or full-year 2025 results announced in the release, and the company expects it will be able to timely file its Form 10-K.
Also on February 18, 2026, the company disclosed that Chief Executive Officer and President Tim Go requested a voluntary leave of absence on February 17, 2026. The Board accepted the request and elected Chairperson Franklin Myers as CEO and President on a temporary basis. The Board has directed the Nominating, Governance and Social Responsibility Committee to determine future actions for the CEO and President position, and the company said Mr. Go's leave is not due to any disagreement with the company on its operations, policies or practices.
02—Key points
Key Highlights
- Fourth quarter 2025 net loss attributable to HF Sinclair stockholders of $28 million, or $(0.16) per diluted share, versus a $214 million loss, or $(1.14) per diluted share, in Q4 2024; adjusted net income was $221 million, or $1.20 per diluted share.
- Full-year 2025 net income attributable to HF Sinclair stockholders of $579 million, or $3.08 per diluted share; adjusted net income of $951 million, or $5.06 per diluted share; Adjusted EBITDA of $2.3 billion.
- Refining segment Adjusted EBITDA of $403 million in Q4 2025 versus $(169) million in Q4 2024, aided by $313 million of small refinery RINs waivers granted by the EPA; adjusted refinery gross margin was $16.28 per produced barrel sold.
- Quarterly regular dividend of $0.50 per share declared, payable March 12, 2026 to holders of record on March 2, 2026.
- The 2025 financial statements are unaudited; the Audit Committee is assessing certain matters relating to disclosure processes, and the company will not file its 2025 Form 10-K on February 18, 2026, but expects to file it timely after the audit is completed.
- CEO and President Tim Go took a voluntary leave of absence effective February 17, 2026; Chairperson Franklin Myers, 73, was elected CEO and President on a temporary basis, and the Board is evaluating future actions for the role.
- At December 31, 2025, cash and cash equivalents were $978 million and consolidated debt was $2,769 million; net cash provided by operations in Q4 2025 was $8 million.
03—Questions
Frequently Asked Questions
Why are HF Sinclair's 2025 results unaudited and when will the 10-K be filed?
The Audit Committee is assessing certain matters relating to the company's disclosure processes, so the audit of the 2025 financial statements is not yet complete. The company will file its Form 10-K after the audit is completed and said it expects to be able to timely file it. The Audit Committee has determined these matters do not affect the fourth quarter or full-year 2025 results announced in the release.
Who is leading HF Sinclair after Tim Go's leave of absence?
The Board elected Chairperson Franklin Myers, 73, as CEO and President on a temporary basis, effective February 17, 2026. He continues to serve as Chairperson. The Board has directed the Nominating, Governance and Social Responsibility Committee to determine what future actions, whether interim or otherwise, should be taken for the position. The Compensation Committee will recommend his compensation to the Board at a later date.
What drove the fourth quarter 2025 results?
The company cited seasonal weakness in refining cracks, the Puget Sound Refinery planned turnaround, and an unplanned Artesia refinery event. Refining Adjusted EBITDA improved to $403 million from $(169) million, principally due to higher adjusted refinery gross margins in the West and Mid-Continent regions, with $313 million from EPA small refinery RINs waivers. Midstream and Marketing were highlighted as record earnings for the full year.
How much did HF Sinclair return to shareholders?
The company returned $724 million to stockholders in 2025 through dividends and share repurchases. In the fourth quarter, it returned $230 million, including $92 million in dividends paid at $0.50 per share and $138 million in share repurchases. The Board declared another regular quarterly dividend of $0.50 per share, payable March 12, 2026.
Did the CEO's leave relate to any disagreement with the company?
No. The company stated that Mr. Go's voluntary leave of absence is not due to any disagreement with the company on any matter relating to its operations, policies or practices. The filing also states there are no arrangements or understandings between Mr. Myers and any other person pursuant to which he was elected temporary CEO and President.
04—Continue