SAH · Sonic Automotive, Inc.

0001628280-26-032819

Summary

Sonic Automotive's Compensation Committee approved performance-based RSU grants to three executive officers effective May 6, 2026, under the 2026 Equity Incentive Plan, subject to 2026 adjusted EPS performance and vesting through 2029.

Key takeaways

Compensation Committee approved RSUs to David Bruton Smith (69,872 units), Jeff Dyke (38,175 units), and Heath R. Byrd (26,183 units).
Awards subject to 2026 adjusted EPS performance and continued employment until February 11, 2029.
Vesting schedule: 25% on March 31, 2027; 30% on February 11, 2028; 45% on February 11, 2029.
No dividend equivalents or voting rights until vesting.
Post-vesting settlement in Class A common stock, cash, or combination at Committee's discretion.

Full analysis

The grants align executive incentives with 2026 adjusted EPS performance and long-term retention through a back-loaded vesting schedule culminating in 2029. Forfeiture risks tied to employment continuity and covenant compliance underscore commitment expectations. Settlement flexibility provides the Committee control over equity dilution.