01—Abstract
Summary
Summary of the 8-K filed March 31, 2026. Cited figures are marked; the original filing is the authoritative source.
HF Sinclair Corporation disclosed in this Form 8-K, filed March 31, 2026 under Item 5.02, the compensation arrangements for Franklin Myers, age 73, who was appointed Chief Executive Officer and President on a temporary basis effective February 17, 2026, serving as Acting CEO.
The Company had previously announced this appointment in a Form 8-K filed February 18, 2026. The Board, on the recommendation of the Compensation Committee, approved a monthly cash stipend of $9,000a for qualifying business expenses, starting February 17, 2026 and prorated for partial months. Mr. Myers also receives a one-time restricted stock unit (RSU) grant with a grant-date value of approximately $105,000, plus a follow-on RSU grant of approximately $105,000 on or around the 17th of each calendar month beginning in April 2026 while he serves as Acting CEO.
The RSU grants fall under the Amended and Restated 2020 Long Term Incentive Plan and individual award agreements. He is also eligible for the Company's employee benefit plans. Mr. Myers will receive no compensation for his continued Board service while serving as Acting CEO, and the Board will review his compensation arrangements at least quarterly during that period.
02—Key points
Key Highlights
- Franklin Myers, age 73, serves as Acting CEO and President on a temporary basis, effective February 17, 2026.
- Monthly cash stipend of $9,000 for qualifying business expenses, starting February 17, 2026 and prorated for partial months.
- One-time initial RSU grant with a grant-date value of approximately $105,000.
- Recurring follow-on RSU grants of approximately $105,000 each month, on or around the 17th, beginning April 2026 while he serves as Acting CEO.
- No compensation for continued Board service during the Acting CEO period.
- The Board will conduct a good-faith review of Mr. Myers' compensation at least quarterly while he serves as Acting CEO.
- RSU grants are governed by the Amended and Restated 2020 Long Term Incentive Plan and individual award agreements.
03—Questions
Frequently Asked Questions
Who is serving as HF Sinclair's Acting CEO?
Franklin Myers, age 73, was appointed Chief Executive Officer and President on a temporary basis, effective February 17, 2026. The appointment was first announced in a Form 8-K filed February 18, 2026.
What compensation does the Acting CEO receive?
Mr. Myers receives a monthly cash stipend of $9,000 for qualifying business expenses, a one-time RSU grant with a grant-date value of approximately $105,000, and, beginning April 2026, a follow-on RSU grant of approximately $105,000 each month on or around the 17th while he serves as Acting CEO. He is also entitled to participate in the Company's employee benefit plans.
Is Mr. Myers paid for his Board service?
No. Mr. Myers will not receive compensation for his continued Board service during the period in which he serves as Acting CEO.
How often will the Acting CEO's compensation be reviewed?
The Board will conduct a good-faith review of Mr. Myers' compensation arrangements at least quarterly while he serves as Acting CEO.
Under what plan are the Acting CEO's RSU grants issued?
The RSU grants are governed by the HF Sinclair Corporation Amended and Restated 2020 Long Term Incentive Plan and the applicable individual restricted stock unit award agreements, a form of which the Company has previously filed with the SEC.
04—Continue