What changed in this filing

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Item 1. Financial Statements

2026-05-06 compared with 2025-11-07 · 436 added, 739 removed, 916 unchanged (56% of the section changed)

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(in millions, except share and per share data) (Unaudited)

As of September 30,

As of March 31,

2026 As of December 31,

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Cash and cash equivalents $ 844 $ 866

Accounts receivable, net of allowance for doubtful accounts of $ 5 and $ 6 , respectively

Income taxes receivable — 5

Accounts receivable, net of allowance for doubtful accounts of $ 5 as of both periods

Prepaid expenses and other current assets 153 147

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Additional paid-in capital 635 613

(Accumulated deficit) retained earnings ( 263 ) 10

Accumulated other comprehensive income 1 2

Accumulated deficit ( 169 ) ( 171 )

Total Sinclair shareholders’ equity

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The accompanying notes are an integral part of these unaudited consolidated financial statements.

(a) Our consolidated total assets as of September 30, 2025 and December 31, 2024 include total assets of variable interest entities (“VIE”) of $ 78 million and $ 70 million, respectively, which can only be used to settle the obligations of the VIEs.

Our consolidated total liabilities as of September 30, 2025 and December 31, 2024 include total liabilities of VIEs of $ 9 million and $ 16 million, respectively, for which the creditors of the VIEs have no recourse to us.

(a) Our consolidated total assets as of March 31, 2026 and December 31, 2025 include total assets of variable interest entities (“VIE”) of $ 21 million and $ 30 million, respectively, which can only be used to settle the obligations of the VIEs.

Our consolidated total liabilities as of March 31, 2026 and December 31, 2025 include total liabilities of VIEs of $ 5 million and $ 8 million, respectively, for which the creditors of the VIEs have no recourse to us.

Variable Interest Entities .

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Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Media revenue $ 801 $ 770

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Amortization of definite-lived intangible assets 39 36

Gain on asset dispositions and other, net ( 36 ) ( 13 ) ( 19 ) ( 11 )

Loss on asset dispositions and other, net 7 8

Total operating expenses 780 762

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Gain on extinguishment of debt — 2

(Loss) income from equity method investments ( 2 ) — ( 9 ) 92

Other income (expense), net 29 24 ( 55 ) 22

Loss from equity method investments ( 1 ) ( 6 )

Other expense, net ( 78 ) ( 66 )

Total other expense, net ( 164 ) ( 214 )

Income (loss) before income taxes — 125 ( 276 ) 170

INCOME TAX BENEFIT (PROVISION) 1 ( 29 ) 61 ( 30 )

Loss before income taxes ( 137 ) ( 200 )

INCOME TAX BENEFIT 158 46

NET INCOME (LOSS) 21 ( 154 )

Net income attributable to the noncontrolling interests ( 1 ) ( 2 )

NET (LOSS) INCOME ATTRIBUTABLE TO SINCLAIR $ ( 1 ) $ 94 $ ( 221 ) $ 134

NET INCOME (LOSS) ATTRIBUTABLE TO SINCLAIR $ 20 $ ( 156 )

EARNINGS PER COMMON SHARE ATTRIBUTABLE TO SINCLAIR:

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SINCLAIR, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions) (Unaudited)

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Net income (loss) $ 21 $ ( 154 )

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Comprehensive income attributable to the noncontrolling interests ( 1 ) ( 2 )

Comprehensive (loss) income attributable to Sinclair $ ( 1 ) $ 86 $ ( 222 ) $ 131

Comprehensive income (loss) attributable to Sinclair $ 20 $ ( 157 )

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions, except share and per share data) (Unaudited)

Three Months Ended September 30, 2024

Sinclair Shareholders

Common Stock Class B

Common Stock Additional

Capital Accumulated Deficit Accumulated

Comprehensive

Income (Loss)

Noncontrolling

Interests Total Equity

Shares Values Shares Values

BALANCE, June 30, 2024 42,505,771 $ 1 23,775,056 $ — $ 560 $ ( 227 ) $ 6 $ ( 65 ) $ 275

Dividends declared and paid on Class A and Class B Common Stock ($ 0.25 per share)

— — — — — ( 16 ) — — ( 16 )

Class A Common Stock issued pursuant to employee benefit plans 78,319 — — — 5 — — — 5

Distributions to noncontrolling interests — — — — — — — ( 3 ) ( 3 )

Other comprehensive loss — — — — — — ( 8 ) — ( 8 )

Net income — — — — — 94 — 2 96

BALANCE, September 30, 2024 42,584,090 $ 1 23,775,056 $ — $ 565 $ ( 149 ) $ ( 2 ) $ ( 66 ) $ 349

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Sinclair Shareholders

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Common Stock Additional

Capital Accumulated Deficit Accumulated

Capital Retained Earnings (Accumulated Deficit) Accumulated

Comprehensive

Income (Loss)

Noncontrolling

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Other comprehensive loss — — — — — — ( 1 ) — ( 1 )

Net income — — — — — 134 — 6 140

BALANCE, September 30, 2024 42,584,090 $ 1 23,775,056 $ — $ 565 $ ( 149 ) $ ( 2 ) $ ( 66 ) $ 349

Net (loss) income — — — — — ( 156 ) — 2 ( 154 )

BALANCE, March 31, 2025 45,756,209 $ 1 23,775,056 $ — $ 597 $ ( 163 ) $ 1 $ ( 68 ) $ 368

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions, except share and per share data) (Unaudited)

Three Months Ended September 30, 2025

Sinclair Shareholders

Common Stock Class B

Common Stock Additional

Capital Accumulated Deficit Accumulated

Comprehensive

Noncontrolling

Interests Total Equity

Shares Values Shares Values

BALANCE, June 30, 2025 45,891,572 $ 1 23,775,056 $ — $ 603 $ ( 244 ) $ 1 $ ( 68 ) $ 293

Dividends declared and paid on Class A and Class B Common Stock ($ 0.25 per share)

— — — — — ( 18 ) — — ( 18 )

Class A Common Stock issued pursuant to employee benefit plans ( 30,770 ) — — — 5 — — — 5

Distributions to noncontrolling interests — — — — — — — ( 2 ) ( 2 )

Acquisition of noncontrolling interests, net — — — — — — — ( 3 ) ( 3 )

Net (loss) income — — — — — ( 1 ) — 2 1

BALANCE, September 30, 2025 45,860,802 $ 1 23,775,056 $ — $ 608 $ ( 263 ) $ 1 $ ( 71 ) $ 276

Nine Months Ended September 30, 2025

Three Months Ended March 31, 2026

Sinclair Shareholders

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Common Stock Additional

Capital Retained Earnings (Accumulated Deficit) Accumulated

Comprehensive

Noncontrolling

Capital Accumulated Deficit Noncontrolling

Interests Total Equity

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Distributions to noncontrolling interests — — — — — — ( 3 ) ( 3 )

Other comprehensive loss — — — — — — ( 1 ) — ( 1 )

Acquisition of noncontrolling interests, net — — — — ( 1 ) — — ( 2 ) ( 3 )

Net (loss) income — — — — — ( 221 ) — 6 ( 215 )

BALANCE, September 30, 2025 45,860,802 $ 1 23,775,056 $ — $ 608 $ ( 263 ) $ 1 $ ( 71 ) $ 276

Issuance of subsidiary stock awards — — — — 2 — — 2

Net income — — — — — 20 1 21

BALANCE, March 31, 2026 48,254,010 $ 1 23,755,236 $ — $ 635 $ ( 169 ) $ ( 75 ) $ 392

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions) (Unaudited)

Nine Months Ended September 30,

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:

Net (loss) income $ ( 215 ) $ 140

Adjustments to reconcile net (loss) income to net cash flows from (used in) operating activities:

Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income (loss) $ 21 $ ( 154 )

Adjustments to reconcile net income (loss) to net cash flows from operating activities:

Amortization of definite-lived intangible and other assets 39 36

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Stock-based compensation 21 22

Deferred tax (benefit) provision ( 98 ) 36

Loss (gain) on asset dispositions and other, net 26 ( 7 )

Loss (income) from equity method investments 9 ( 92 )

Deferred tax benefit ( 156 ) ( 138 )

Loss on asset dispositions and other, net 7 8

Loss from equity method investments 1 6

Loss from investments 85 73

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Decrease (increase) in accounts receivable 55 ( 33 )

(Increase) decrease in prepaid expenses and other current assets ( 18 ) 10

Increase (decrease) in accounts payable and accrued and other current liabilities 12 ( 408 )

Increase in prepaid expenses and other current assets ( 39 ) ( 29 )

(Decrease) increase in accounts payable and accrued and other current liabilities ( 12 ) 24

Net change in net income taxes payable/receivable ( 1 ) 92

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Other, net ( 4 ) 4

Net cash flows from (used in) operating activities 91 ( 100 )

CASH FLOWS (USED IN) FROM INVESTING ACTIVITIES:

Net cash flows from operating activities 43 5

CASH FLOWS USED IN INVESTING ACTIVITIES:

Acquisition of property and equipment ( 15 ) ( 16 )

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Other, net 3 —

Net cash flows (used in) from investing activities ( 93 ) 86

Net cash flows used in investing activities ( 24 ) ( 42 )

CASH FLOWS USED IN FINANCING ACTIVITIES:

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Additionally, we own digital media companies that are complementary to our extensive portfolio of television station related digital properties and we have interests in, own, manage, and/or operate technical and software services companies, research and development companies for the advancement of broadcast technology, and other media and non-media related businesses and assets, including real estate, venture capital, private equity, and direct investments.

For the quarter ended September 30, 2025, we had two reportable segments:

For the quarter ended March 31, 2026, we had two reportable segments:

local media and tennis.

The local media segment consists primarily of our 177 broadcast television stations in 79 markets, which we own, provide programming and operating services pursuant to agreements commonly referred to as local marketing agreements (“LMA”), or provide sales services and other non-programming operating services pursuant to other outsourcing agreements (such as joint sales agreements (“JSA”) and shared services agreements (“SSA”)).

These stations broadcast 646 channels as of September 30, 2025.

These stations broadcast 646 channels as of March 31, 2026.

For the purpose of this report, these 177 stations and 646 channels are referred to as “our” stations and channels.

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Interim Financial Statements

The consolidated financial statements for the three and nine months ended September 30, 2025 and 2024 are unaudited.

The consolidated financial statements for the three months ended March 31, 2026 and 2025 are unaudited.

In the opinion of management, such financial statements have been presented on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive (loss) income, consolidated statements of equity and noncontrolling interests, and consolidated statements of cash flows for these periods as adjusted for the adoption of recent accounting pronouncements.

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Actual results could differ from those estimates.

Changes in Accounting Estimates

During the three months ended March 31, 2026, the Company reassessed the useful lives of certain FCC licenses previously classified as indefinite-lived intangible assets.

Based on this reassessment, management determined that these licenses have finite useful lives and, accordingly, we reclassified $ 122 million of FCC licenses from indefinite-lived to definite-lived intangible assets which will be amortized over a 15-year life.

We assessed our FCC licenses for impairment prior to completion of this change, concluding there were no impairment indicators.

Recent Accounting Pronouncements

In December 2023, the FASB issued guidance to enhance the transparency and decision usefulness of income tax disclosures, requiring annual disclosure of consistent categories and greater disaggregation of information in the rate reconciliation table;

additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income or loss by the applicable statutory income tax rate);

income taxes paid disaggregated by jurisdiction;

and income or loss before income tax disaggregated between foreign and domestic.

The guidance is effective for annual periods beginning after December 15, 2024, applied prospectively.

Early adoption is permitted.

We are currently evaluating the impact of this guidance but do not expect it to have a material impact on our consolidated financial statements.

In November 2024, the FASB issued guidance requiring disclosure of disaggregated information about certain income statement expense line items.

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We are currently evaluating the impact of this guidance.

In December 2025, the FASB issued guidance providing clarifications and organizational improvements to interim financial reporting guidance under Accounting Standard Codification 270.

The guidance is effective for interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

We are currently evaluating the impact of this guidance.

Broadcast Television Programming

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We assess our program costs on a quarterly basis to ensure the costs are recorded at the lower of unamortized cost or fair value.

Hedge Accounting

We entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of our exposure to variable interest rates.

The swap agreement has a notional amount of $ 600 million, bears a fixed interest rate of 3.9 %, and we receive a floating rate of interest based on the Secured Overnight Financing Rate (“SOFR”).

We have determined that the interest rate swap meets the criteria for hedge accounting.

The initial value of the interest rate swap and any changes in value in subsequent periods are included in accumulated other comprehensive income, with a corresponding change recorded in assets or liabilities depending on the position of the swap.

Gains or losses on the monthly settlement of the interest rate swap are reflected in i nterest expense in our consolidated statements of operations.

Cash flows related to the interest rate swap are classified as operating activities in our consolidated statements of cash flows.

See Interest Rate Swap within Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing for further discussion.

Non-cash Investing and Financing Activities

Leased assets obtained in exchange for new operating lease liabilities were $ 8 million and $ 3 million for the three months ended March 31, 2026 and 2025, respectively.

Non-cash investing activities included property and equipment purchases of $ 3 million and $ 5 million for the three months ended March 31, 2026 and 2025, respectively.

We received equity shares in investments valued at $ 5 million and $ 8 million for the three months ended March 31, 2026 and 2025, respectively, in exchange for an obligation to deliver a similar value of advertising spots.

During the three months ended March 31, 2026, we completed the acquisition and sale of certain television stations that included non-cash consideration as further described in Acquisitions and Station Disposals below.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Non-cash Investing and Financing Activities

Leased assets obtained in exchange for new operating lease liabilities were $ 7 million and $ 4 million for the nine months ended September 30, 2025 and 2024, respectively.

Leased assets obtained in exchange for new finance lease liabilities were $ 17 million for the nine months ended September 30, 2024.

Non-cash investing activities included property and equipment purchases of $ 4 million and $ 5 million for the nine months ended September 30, 2025 and 2024, respectively.

We received equity shares in investments valued at $ 21 million and $ 4 million for the nine months ended September 30, 2025 and 2024, respectively, in exchange for an obligation to deliver a similar value of advertising spots.

We completed the acquisition and sale of certain television stations as described in Acquisitions and Station Disposals below for non-cash consideration of $ 32 million and $ 36 million, respectively, during both the three and nine months ended September 30, 2025.

Revenue Recognition

The following table presents our revenue disaggregated by type and segment (in millions):

For the three months ended September 30, 2025 Local Media Tennis Other Eliminations Total

Distribution revenue $ 370 $ 52 $ — $ — $ 422

Core advertising revenue 269 14 38 ( 6 ) 315

Political advertising revenue 6 — — — 6

Other media, non-media, and intercompany revenue 22 1 10 ( 3 ) 30

Total revenue $ 667 $ 67 $ 48 $ ( 9 ) $ 773

For the nine months ended September 30, 2025 Local Media Tennis Other Eliminations Total

Distribution revenue $ 1,145 $ 162 $ — $ — $ 1,307

Core advertising revenue 812 38 91 ( 18 ) 923

Political advertising revenue 18 — — — 18

Other media, non-media, and intercompany revenue 65 3 24 ( 7 ) 85

Total revenue $ 2,040 $ 203 $ 115 $ ( 25 ) $ 2,333

For the three months ended September 30, 2024 Local Media Tennis Other Eliminations Total

For the three months ended March 31, 2026 Local Media Tennis Other Eliminations Total

Distribution revenue $ 402 $ 56 $ — $ — $ 458

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Total revenue $ 701 $ 70 $ 46 $ ( 10 ) $ 807

For the nine months ended September 30, 2024 Local Media Tennis Other Eliminations Total

For the three months ended March 31, 2025 Local Media Tennis Other Eliminations Total

Distribution revenue $ 395 $ 56 $ — $ — $ 451

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Total revenue $ 694 $ 68 $ 21 $ ( 7 ) $ 776

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Distribution Revenue.

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We classify deferred revenue as either current in other current liabilities or long-term in other long-term liabilities in our consolidated balance sheets based on the timing of when we expect to satisfy our performance obligations.

Deferred revenue was $ 169 million and $ 170 million as of September 30, 2025 and December 31, 2024, respectively, of which $ 94 million and $ 112 million, respectively, was reflected in other long-term liabilities in our consolidated balance sheets.

Deferred revenue recognized for the nine months ended September 30, 2025 and 2024, included in the deferred revenue balance as of December 31, 2024 and 2023, was $ 49 million and $ 40 million, respectively.

For the three months ended September 30, 2025, two customers accounted for 11 % and 10 %, respectively, of our total revenue.

For the nine months ended September 30, 2025, two customers accounted for 11 % and 11 %, respectively, of our total revenue.

For the three months ended September 30, 2024, one customer accounted for 10 % of our total revenue.

For the nine months ended September 30, 2024, two customers accounted for 11 % and 10 %, respectively, of our total revenue.

As of September 30, 2025, one customer accounted for 12 % of our accounts receivable, net.

As of December 31, 2024, four customers accounted for 11 %, 11 %, 10 %, and 10 %, respectively, of our accounts receivable, net.

Deferred revenue was $ 155 million and $ 149 million as of March 31, 2026 and December 31, 2025, respectively, of which $ 87 million and $ 88 million, respectively, was reflected in other long-term liabilities in our consolidated balance sheets.

Deferred revenue recognized for the three months ended March 31, 2026 and 2025, included in the deferred revenue balance as of December 31, 2025 and 2024, was $ 19 million and $ 21 million, respectively.

For the three months ended March 31, 2026, two customers accounted for 11 % and 11 %, respectively, of our total revenue.

For the three months ended March 31, 2025, two customers accounted for 11 % and 11 %, respectively, of our total revenue.

As of March 31, 2026, three customers accounted for 12 %, 10 %, and 10 %, respectively, of our accounts receivable, net.

As of December 31, 2025, three customers accounted for 12 %, 11 %, and 10 %, respectively, of our accounts receivable, net.

For purposes of this disclosure, a single customer may include multiple entities under common control.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Acquisitions and Station Disposals

In February 2026, we acquired the non-license assets of KMYT and KOKI in Tulsa, OK, along with a purchase option to acquire the four television stations that were previously sold in 2025 (as described below).

The total consideration for the transaction was $ 52 million and included the Company transferring the non-license assets of KLEW in Spokane, WA and KEPR, KIMA, KUNW, KORX, and KVVK in Yakima, WA valued at $ 12 million, the forgiveness of certain outstanding promissory notes and working capital balances in the amount of $ 21 million, and cash payments (including cash payments related to certain holdbacks) of $ 19 million.

The acquired assets and liabilities were recorded at fair value as of the closing date of the transaction.

Based upon our preliminary purchase price allocation, we recorded $ 21 million of definite-lived intangible assets, $ 10 million of property and equipment, $ 19 million of other assets, and $ 2 million of goodwill.

In March 2025, Sinclair Ventures, LLC (“Ventures”) completed the acquisition of CPX Interactive LLC (“Digital Remedy”) for approximately $ 30 million in cash, net of cash acquired of $ 5 million, in which Ventures acquired the remaining 75 % of the business they did not already own.

The acquired assets and liabilities were recorded at fair value as of the closing date of the transactions, which included $ 22 million of definite-lived intangible assets and $ 15 million of goodwill.

In July 2025, we sold our owned stations within Milwaukee, WI (WVTV), Springfield, IL (WICS/WICD), Ottumwa, IA (KTVO), and Quincy, IL (KHQA) for consideration valued at $ 36 million.

For the nine months ended September 30, 2025, we recorded a net loss of $ 8 million related to the sale, which is included within gain on asset dispositions and other, net within our consolidated statements of operations and our local media segment within Note 6.

Segment Data .

In September 2025, we acquired the non-license assets of WLNE in Providence, RI for consideration valued at $ 32 million.

The acquired assets and liabilities were recorded at fair value as of the closing date of the transaction.

Based upon our preliminary purchase price allocation, we recorded $ 27 million of definite-lived intangible assets, $ 1 million of property and equipment, and $ 4 million of net working capital.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

During the three months ended March 31, 2025, we entered into an asset purchase agreement with a counterparty to sell our owned stations within Milwaukee, WI (WVTV), Springfield, IL (WICS/WICD), Ottumwa, IA (KTVO), and Quincy, IL (KHQA) for approximately $ 30 million and accrued the estimated loss we expected to recognize upon closing of the sale of approximately $ 17 million, which is included within loss on asset dispositions and other, net within our consolidated statements of operations and our local media segment within Note 6.

Segment Data for the three months ended March 31, 2025 and was recorded to reflect the underlying assets at the lower of carrying value and fair value.

Our income tax provision for all periods consists of federal and state income taxes.

The tax provision for the three and nine months ended September 30, 2025 and 2024 is based on the estimated effective tax rate applicable for the full year after taking into account discrete tax items and the effects of the noncontrolling interests.

The tax provision for the three months ended March 31, 2026 and 2025 is based on the estimated effective tax rate applicable for the full year after taking into account discrete tax items and the effects of the noncontrolling interests.

We provide a valuation allowance for deferred tax assets if we determine that it is more likely than not that some or all of the deferred tax assets will not be realized.

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In considering these sources of taxable income, we must make certain judgments that are based on the plans and estimates used to manage our underlying businesses on a long-term basis.

A valuation allowance has been provided for deferred tax assets related to a substantial amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies, and projected future taxable income.

On July 4, 2025, the One Big, Beautiful Bill (“OBBB”) was enacted.

The OBBB is a comprehensive tax reform package that includes several provisions which have, and will continue to, reduce our taxes paid in 2025.

We do not expect the legislation to have a material impact on our financial statements.

Our effective income tax rate for the three months ended September 30, 2025 was greater than the statutory rate primarily due to accrual of interest income attributable to prior years’ pending income tax refund claims.

Our effective income tax rate for the nine months ended September 30, 2025 approximated the statutory rate.

Our effective income tax rate for the three months ended September 30, 2024 was greater than the statutory rate primarily due to non-deductible expenses.

Our effective income tax rate for the nine months ended September 30, 2024 was less than the statutory rate primarily due to an immaterial $ 7.5 million correcting adjustment related to the accrual of interest income attributable to prior years’ pending income tax refund claims.

A valuation allowance has been provided for deferred tax assets related to a certain amount of our available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies and projected future taxable income.

Our effective income tax rate for the three months ended March 31, 2026 was greater than the statutory rate primarily due to substantially magnified impact of many 2026 items as a result of small estimated annual pre-tax income.

Our effective income tax rate for the three months ended March 31, 2025 approximated the statutory rate.

We do not believe that our liability for unrecognized tax benefits would be materially impacted, in the next twelve months, as a result of the expected statute of limitations expirations, the application of limits under available state administrative practice exceptions, and the resolution of examination issues and settlements with federal and certain state tax authorities.

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Subsequent Events

In November 2025, our Board of Directors declared a quarterly dividend of $ 0.25 per share, payable on December 15, 2025, to holders of record at the close of business on December 1, 2025.

In April 2026, our Board of Directors declared a quarterly dividend of $ 0.25 per share, payable on June 9, 2026, to holders of record at the close of business on May 26, 2026.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OTHER ASSETS:

Other assets as of September 30, 2025 and December 31, 2024 consisted of the following (in millions):

As of September 30,

Other assets as of March 31, 2026 and December 31, 2025 consisted of the following (in millions):

As of March 31,

2026 As of December 31,

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Total other assets $ 651 $ 717

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Equity Method Investments

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Additionally, certain investments are measured at net asset value (“NAV”).

As of September 30, 2025 and December 31, 2024, we held $ 132 million and $ 228 million, respectively, in investments measured at fair value.

As of September 30, 2025 and December 31, 2024, we held $ 144 million and $ 116 million, respectively, in investments measured at NAV.

We recognized a fair value adjustment gain of $ 19 million and loss of $ 84 million for the three and nine months ended September 30, 2025, respectively, and a fair value adjustment gain of $ 15 million and loss of $ 28 million for the three and nine months ended September 30, 2024, respectively, associated with these investments, which are reflected in other income (expense), net in our consolidated statements of operations.

As of September 30, 2025 and December 31, 2024, our unfunded commitments related to our investments valued using the NAV practical expedient totaled $ 45 million and $ 60 million, respectively.

Investments accounted for utilizing the measurement alternative were $ 54 million and $ 38 million as of September 30, 2025 and December 31, 2024, respectively.

There were no adjustments to the carrying amount of investments accounted for utilizing the measurement alternative for any of the three and nine months ended September 30, 2025 and the three months ended September 30, 2024.

We recorded a $ 2 million impairment related to one investment for the nine months ended September 30, 2024, which is reflected in other income (expense), net in our consolidated statements of operations.

As of March 31, 2026 and December 31, 2025, we held $ 141 million and $ 223 million, respectively, in investments measured at fair value.

As of March 31, 2026 and December 31, 2025, we held $ 142 million and $ 150 million, respectively, in investments measured at NAV.

We recognized a fair value adjustment loss of $ 85 million for the three months ended March 31, 2026 and a fair value adjustment loss of $ 73 million for the three months ended March 31, 2025, associated with these investments, which are reflected in other expense, net in our consolidated statements of operations.

As of March 31, 2026 and December 31, 2025, our unfunded commitments related to our investments valued using the NAV practical expedient totaled $ 37 million and $ 42 million, respectively.

Investments accounted for utilizing the measurement alternative were $ 33 million and $ 29 million as of March 31, 2026 and December 31, 2025, respectively.

There were no adjustments to the carrying amount of investments accounted for utilizing the measurement alternative for either of the three months ended March 31, 2026 and 2025.

NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING:

Credit Agreement and Notes

During the first quarter of 2025, Sinclair Television Group, Inc.

(“STG”), a wholly-owned subsidiary of Sinclair Broadcast Group, LLC (“SBG”), completed a series of financing transactions (the “Transactions”) as follows:

Exchanged $ 711.4 million aggregate principal amount outstanding of the $ 714 million Term Loan B-3, which mature April 1, 2028 and bear interest at SOFR plus 3.00 % , into second-out first lien Term Loan B-6 issued under a new credit agreement dated February 12, 2025 (the “New Credit Agreement”), which mature December 31, 2029 and bear interest at SOFR plus 3.30 % .

Exchanged all of the $ 731.3 million aggregate principal amount outstanding of Term Loan B-4, which matured on April 21, 2029 and bore interest at SOFR plus 3.75 %, into second-out first lien Term Loan B-7 issued under the New Credit Agreement, which mature December 31, 2030 and bear interest at SOFR plus 4.10 % .

Exchanged $ 575 million of commitments under the existing revolving credit facility into $ 575 million first-out first lien revolving commitments (the “First-Out Revolving Credit Facility”) under the New Credit Agreement, which mature February 12, 2030 and borrowings thereunder will bear interest at SOFR plus 2.00 % .

The existing bank credit agreement was amended as of February 12, 2025 (the “Amended Credit Agreement”) concurrent with the Transactions and entering into the New Credit Agreement, subordinating the secured obligations thereunder and eliminating substantially all covenants and certain events of default.

As a result, the remaining $ 3 million of Term Loan B-3 and the remaining $ 75 million of commitments under the existing revolving credit facility are ranked as third lien obligations.

STG issued $ 1,430 million aggregate principal amount of 8.125 % first-out first lien secured notes due 2033 (the “ 8.125 % First-Out Notes”), which mature on February 15, 2033.

The proceeds from the 8.125 % First-Out Notes were used to repay in full the $ 1,175 million aggregate principal amounts outstanding of Term Loan B-2 due 2026, a pproximately $ 63.6 million aggregate principal amount of 4.125 % Senior Secured Notes due 2030 at 84 % of the principal amount, and a pproximately $ 104 million aggregate principal amount of 5.125 % Senior Notes due 2027 at 97 % of the principal amount and to pay fees and expenses related to the Transactions.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Exchanged $ 432 million aggregate principal amount of the existing 4.125 % Senior Secured Notes due 2030 into 9.750 % senior secured second lien notes due 2033 (the “ 9.750 % Second Lien Notes”), which mature on February 15, 2033.

Exchanged $ 238 million aggregate principal amount of the existing 4.125 % Senior Secured Notes due 2030 into 4.375 % second-out first lien secured notes due 2032 (the “ 4.375 % Second-Out Notes”), which mature on December 31, 2032.

The remaining 4.125 % Senior Secured Notes due 2030 of $ 4 million became unsecured obligations as the related indenture was amended to release all liens on the collateral and eliminate substantially all covenants and certain events of default.

For the nine months ended September 30, 2025 , we recognized a gain on extinguishment of the 4.125 % Senior Secured Notes due 2030 and 5.125 % Senior Notes due 2027 of $ 5 million and $ 3 million , respectively, and a loss on extinguishment of the Term Loan B-2 of $ 6 million.

The New Credit Agreement and the indentures for the 8.125 % First-Out Notes, 4.375 % Second-Out Notes, and 9.750 % Second Lien Notes (collectively, the “New Indentures”) contain certain restrictive covenants including, but not limited to, restrictions on indebtedness, liens, restricted payments (including repayment of certain subordinated debt), investments, mergers, consolidations, sales and other dispositions of assets and affiliate transactions.

These covenants are subject to a number of exceptions and limitations as described in the New Credit Agreement and New Indentures.

The New Credit Agreement and New Indentures also include events of default, including certain cross-default and cross-acceleration provisions with other debt of STG, customary for agreements of its type.

Prior to February 15, 2028, December 1, 2025, and February 15, 2027, we may redeem the 8.125 % First-Out Notes, 4.375 % Second-Out Notes, and 9.750 % Second Lien Notes, respectively, in whole or in part, at any time or from time to time at a price equal to 100 % of the principal amount of the respective notes, plus accrued and unpaid interest, if any, to the redemption date, plus a “make-whole” premium as set forth in the New Indentures.

On or prior to February 15, 2028 and February 15, 2027, we may redeem up to 40 % of the aggregate principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, at a price equal to 108.125 % and 109.750 % of the principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, plus accrued and unpaid interest, if any, to, but not including, the date of redemption using the proceeds of certain equity offerings.

Prior to February 15, 2028 and February 15, 2027, we may redeem the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, in whole but not in part, at a redemption price equal to 108.125 % and 109.750 % of the principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, plus accrued and unpaid interest, if any, to, but not including, the redemption date upon certain change of control transactions or certain significant acquisitions.

Beginning on December 1, 2025, we may redeem some or all of the 4.375 % Second-Out Notes at any time or from time to time at the redemption prices set forth in the New Indentures, plus accrued and unpaid interest, if any, to, but not including, the redemption date.

In addition, upon the sale of certain of STG’s assets or certain changes of control, we may be required to offer to repurchase some or all of the 8.125 % First-Out Notes, 4.375 % Second-Out Notes, and 9.750 % Second Lien Notes.

The First-Out Revolving Credit Facility includes a financial maintenance covenant, the first-out first lien leverage ratio (as defined in the New Credit Agreement), which requires such ratio not to exceed 3.5 x, measured as of the end of each fiscal quarter, which is only applicable if 35 % or more of the capacity (as a percentage of total commitments) under the First-Out Revolving Credit Facility, measured as of the last day of each fiscal quarter, is utilized as of such date.

Since there was no utilization under the First-Out Revolving Credit Facility as of September 30, 2025, STG was not subject to the financial maintenance covenant under the New Credit Agreement.

As of September 30, 2025, the STG first-out first lien leverage ratio was below 3.5 x.

The New Credit Agreement contains other restrictions and covenants with which STG was in compliance as of September 30, 2025.

During the second quarter of 2025, we repurchased $ 81 million aggregate principal amount of the 5.125 % Senior Notes due 2027 for consideration of $ 77 million.

We recognized a gain on extinguishment of the 5.125 % Senior Notes due 2027 of $ 4 million for the nine months ended September 30, 2025.

In October 2025, we repurchased the remaining $ 89 million aggregate principal amount of the 5.125 % Senior Notes due 2027 for consideration of $ 89 million.

The 5.125 % Senior Notes due 2027 acquired were canceled immediately following their acquisition.

During the nine months ended September 30, 2024, we repurchased $ 27 million aggregate principal amount of Term Loan B-2 for consideration of $ 25 million.

The portions of Term Loan B-2 purchased were canceled immediately following their acquisition.

We recognized a gain on extinguishment of the Term Loan B-2 of $ 1 million for the nine months ended September 30, 2024.

Sinclair Television Group, Inc.

(“STG”), a wholly-owned subsidiary of Sinclair Broadcast Group, LLC (“SBG”), is party to two bank credit agreements, the new credit agreement dated February 12, 2025 (the “New Credit Agreement”) and an existing credit agreement that was amended as of February 12, 2025 (the “Amended Credit Agreement).

The New Credit Agreement includes a financial maintenance covenant, the first-out first lien leverage ratio (as defined in the New Credit Agreement), which requires such ratio not to exceed 3.5 x, measured as of the end of each fiscal quarter, which is only applicable if 35 % or more of the capacity (as a percentage of total commitments) under the $ 575 million first-out first lien revolving commitments (the “First-Out Revolving Credit Facility”) , measured as of the last day of each fiscal quarter, is utilized as of such date.

Since there was no utilization under the First-Out Revolving Credit Facility as of March 31, 2026, STG was not subject to the financial maintenance covenant under the New Credit Agreement.

As of March 31, 2026, the STG first-out first lien leverage ratio was below 3.5 x.

The New Credit Agreement contains other restrictions and covenants with which STG was in compliance as of March 31, 2026.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

During the first quarter of 2025, STG completed a series of financing transactions and for the three months ended March 31, 2025 , recognized a gain on extinguishment of the 4.125 % Senior Secured Notes due 2030 and 5.125 % Senior Notes due 2027 of $ 5 million and $ 3 million , respectively, and a loss on extinguishment of the Term Loan B-2 of $ 6 million.

In April 2026, STG repurchased $ 93 million aggregate principal amount of the Term Loan B-6 and $ 72 million aggregate principal amount of the Term Loan B-7, both at discounts of face value.

Finance Leases to Affiliates

The current portion of notes payable, finance leases, and commercial bank financing in our consolidated balance sheets includes finance leases to affiliates of $ 3 million as of both September 30, 2025 and December 31, 2024.

Notes payable, finance leases, and commercial bank financing, less current portion, in our consolidated balance sheets includes finances leases to affiliates of $ 7 million and $ 9 million as of September 30, 2025 and December 31, 2024, respectively.

Notes payable, finance leases, and commercial bank financing, less current portion, in our consolidated balance sheets includes finance leases to affiliates of $ 6 million as of both March 31, 2026 and December 31, 2025.

Related Person Transactions.

Debt of Variable Interest Entities and Guarantees of Third-Party Obligations

STG jointly, severally, unconditionally, and irrevocably guaranteed $ 2 million of debt of certain third parties as of both September 30, 2025 and December 31, 2024, all of which related to consolidated VIEs and is included in our consolidated balance sheets as of both September 30, 2025 and December 31, 2024.

We provide a guarantee of certain obligations of the Marquee Sports Network (“Marquee”) subject to a maximum aggregate amount of $ 455 million for the years 2025 through 2029.

We accrued $ 15 million related to this obligation for the nine months ended September 30, 2025, included in gain on asset dispositions and other, net in our consolidated statements of operations.

As of September 30, 2025, $ 8 million of this obligation is reflected in accounts payable and accrued liabilities in our consolidated balance sheets.

We jointly, severally, unconditionally, and irrevocably guaranteed $ 2 million of debt of certain third parties as of December 31, 2025, all of which related to consolidated VIEs and was included in our consolidated balance sheets.

We guarantee certain obligations of the Marquee Sports Network (“Marquee”) subject to a maximum aggregate amount of $ 331 million for the years 2026 through 2029.

As of both March 31, 2026 and December 31, 2025, our estimated obligation was $ 15 million.

Of this estimated obligation, the Company paid $ 5 million during the three months ended March 31, 2026 and $ 10 million during the year ended December 31, 2025.

Commitments and Contingencies for further discussion.

Interest Rate Swap

We entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of our exposure to variable interest rates.

The swap agreement has a notional amount of $ 600 million, bears a fixed interest rate of 3.9 %, and we receive a floating rate of interest based on SOFR.

See Hedge Accounting within Note 1.

Nature of Operations and Summary of Significant Accounting Policies for further discussion.

The fair value of the interest rate swap was a liability o f $ 0.1 million as of September 30, 2025 , which is recorded in other current liabilities in our consolidated balance sheets, and an asset of $ 1 million as of December 31, 2024, which is recorded in other assets in our consolidated balance sheets.

Accounts Receivable Securitization Facility

On November 6, 2025, STG and one of its subsidiaries entered into a three-year , up to $ 375 million revolving accounts receivable securitization facility (the “AR Facility”) with Wells Fargo Bank, N.A., as administrative agent (“Wells”) in order to enable STG to raise incremental, low-cost capital.

On November 6, 2025, STG and one of its subsidiaries entered into a three-year , up to $ 375 million revolving accounts receivable securitization facility (the “AR Facility”) with Wells Fargo Bank, N.A., as administrative agent, which matures on November 6, 2028, in order to enable STG to raise incremental, low-cost capital.

Amounts outstanding under the A/R Facility bear interest at SOFR plus 1.25 %.

The amount of actual availability under the A/R Facility is subject to change based on the level of eligible receivables sold by certain subsidiaries of STG identified therein (the “Originators”) to STG.

Eligibility of the receivables is determined by a variety of factors, including, but not limited to, credit ratings of the Originators’ customers, customer concentration levels, and certain characteristics of the accounts receivable being transferred.

The total amount outstanding under the A/R Facility was $ 375 million as of both March 31, 2026 and December 31, 2025.

Interest expense related to the A/R Facility was $ 5 million for the three months ended March 31, 2026.

Interest Rate Collar

During the three months ended March 31, 2026, we entered into two interest collar agreements in order to manage a portion of our exposure to variable interest rates.

The first agreement has a notional amount of $ 100 million, an effective date of March 3, 2026, a termination date of August 31, 2027, an interest rate ceiling of 3.75 %, and an interest rate floor of 2.67 %.

The second agreement has a notional amount of $ 100 million, an effective date of March 30, 2026, a termination date of March 30, 2027, an interest rate ceiling of 4.25 %, and an interest rate floor of 3.65 %.

The activity associated with these agreements was immaterial for the three months ended March 31, 2026.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

COMMITMENTS AND CONTINGENCIES:

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As part of the consent decree, the Company also agreed to implement a four-year compliance plan, which terminated on May 29, 2024.

Two petitions were filed on June 8, 2020 seeking reconsideration of the Order and Consent Decree.

Two petitions were filed on June 8, 2020 seeking reconsideration of the consent decree.

The Company filed an opposition to the petitions on June 18, 2020, and the petitions remain pending.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On September 1, 2020, one of the individuals who filed a petition for reconsideration of the Order and Consent Decree filed a petition to deny the license renewal application of WBFF(TV), Baltimore, MD, and the license renewal applications of two other Baltimore, MD stations with which the Company has a JSA or LMA, Deerfield Media station WUTB(TV) and Cunningham Broadcasting Corporation (“Cunningham”) station WNUV(TV).

On September 1, 2020, one of the individuals who filed a petition for reconsideration of the consent decree filed a petition to deny the license renewal application of WBFF(TV), Baltimore, MD, and the license renewal applications of two other Baltimore, MD stations:

WUTB(TV), which the Company subsequently acquired from Deerfield Media in November 2025, and Cunningham Broadcasting Corporation (“Cunningham”) station WNUV(TV), with which the Company has an LMA.

On January 18, 2024, a motion was filed to request substitution of the petitioner, who is deceased.

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The Company timely filed an opposition to the application for review and the matter remains pending.

On April 14, 2025, the same attorney who filed the petition against the renewal applications filed a similar petition to deny, on behalf of a different client, assignment applications filed by the Company seeking FCC consent to sell certain stations to a third party.

On April 14, 2025, the same attorney who filed the petition against the renewal applications filed a similar petition to deny, on behalf of a different client, against assignment applications filed by the Company seeking FCC consent to sell certain stations to a third party.

On July 1, 2025, the FCC dismissed that petition to deny and granted the applications.

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Department of Justice (“DOJ”) for enforcement of the forfeiture pursuant to Section 504 of the Communications Act.

Our understanding is that enforcement remains pending.

Our understanding is that this matter remains pending.

The Company is not a party to this forfeiture order.

On September 21, 2022, the FCC released an NAL against the licensees of a number of stations, including 83 Company stations and several stations with whom the Company has LMAs, JSAs, and/or SSAs, for violation of the FCC’s limitations on commercial matter in children’s television programming related to KidsClick network programming distributed by the Company in 2018.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On September 21, 2022, the FCC released an NAL against the licensees of a number of stations, including 83 Company stations and several stations with whom the Company has LMAs, JSAs, and/or SSAs (or with whom the Company had LMAs, JSAs, and/or SSAs and has since acquired), for violation of the FCC’s limitations on commercial matter in children’s television programming related to KidsClick network programming distributed by the Company in 2018.

The NAL proposed a fine of $ 2.7 million against the Company, and fines ranging from $ 20,000 to $ 26,000 per station for the other licensees, including the LMA, JSA, and/or SSA stations, for a total of $ 3.4 million.

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The Company made the $ 500,000 voluntary contribution on July 9, 2025.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Other Matters

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The consent decree also requires the Company’s stations not to exchange pacing and certain other information with other stations in their local markets, which the Company’s management had already instructed them not to do.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The Company is aware of twenty-two putative class action lawsuits that were filed against the Company following published reports of the DOJ investigation into the exchange of pacing data within the industry.

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On December 8, 2023, the Court granted final approval of the settlements the plaintiffs had reached with four of the original defendants (CBS, Fox, Cox Media, and ShareBuilders), who agreed to pay a total of $ 48 million to settle the plaintiffs’ claims against them.

The plaintiffs are continuing to pursue their claims against the Company and the other non-settling defendants.

Under the current schedule set by the Court, fact discovery is scheduled to close 90 days after a Special Master completes his review of the plaintiffs’ objections to the defendants’ privilege claims.

The plaintiffs are continuing to pursue their claims against the Company and the other non-settling defendants, and fact discovery closes on June 1, 2026.

On December 6, 2024, the plaintiffs filed a motion seeking sanctions against the Company in connection with the loss of certain cell phone data.

On February 4, 2025, following briefing on that motion, the Court heard arguments and took the motion under advisement.

On November 18, 2025, the Court issued a Memorandum Opinion and Order on the plaintiffs’ motion seeking sanctions, declining as premature the plaintiffs’ request to present evidence of Sinclair’s spoliation at summary judgment and trial, and imposing monetary sanctions on Sinclair for the costs of the plaintiffs’ investigation between April 30, 2024 and the filing of the motion seeking sanctions.

On February 20, 2025, Special Master Richard Levie issued Report and Recommendation No.

3 addressing plaintiffs’ challenges to certain of defendants’ privilege log entries (“Levie R&R No.

3 addressing the plaintiffs’ challenges to certain of non-settling defendants’ privilege log entries (“Levie R&R No.

3”), which recommended that the Court compel disclosure of certain documents Sinclair and the other non-settling defendants withheld from discovery based on assertions of privilege.

Sinclair and the other co-defendants filed objections to Levie R&R No.

At a March 18, 2025 status conference, the Court set a tentative trial date of April 1, 2026, and stated its expectations that depositions will resume.

At a Status Conference on October 1, 2025, the Court indicated that it would be setting a new schedule with a trial date occurring after April 1, 2026.

Sinclair and the other parties are awaiting issuance of the new scheduling order.

On October 20, 2025, the Court issued an order adopting Levie R&R No.

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3 made by Sinclair and the other non-settling defendants, compelling the production of 6,313 documents Sinclair withheld as privileged.

On September 29, 2025, Special Master Wayne R.

Andersen issued Report and Recommendation No.

On April 8, 2026, the Company filed a Motion for Reconsideration regarding 519 of these documents.

Special Master Wayne R.

Andersen has addressed the plaintiffs’ remaining challenges to certain of Sinclair’s and other non-settling defendants’ privilege log entries.

On September 29, 2025, Special Master Andersen issued Report and Recommendation No.

3 (“Andersen R&R No.

3”) and on October 23, 2025, Special Master Andersen issued Report and Recommendation No.

on October 23, 2025, Special Master Andersen issued Report and Recommendation No.

6 (“Andersen R&R No.

6”), addressing certain of plaintiffs’ additional challenges to certain of Sinclair’s privilege log entries.

on November 17, 2025, Special Master Andersen issued Report and Recommendation No.

8 (“Andersen R&R No.

3 and Andersen R&R No.

6 each recommended granting in part and denying in part plaintiffs’ challenges.

No party has appealed Andersen R&R No.

on November 18, 2025, Special Master Andersen issued Report and Recommendation No.

9 (“Andersen R&R No.

and on December 16, 2025, Special Master Andersen issued Report and Recommendation No.

13 (“Andersen R&R No.

In each report and recommendation, Special Master Andersen recommended granting in part and denying in part the plaintiffs’ challenges.

No party appealed Andersen R&R No.

3, which compelled the production of two documents Sinclair withheld as privileged.

The plaintiffs filed an objection to Anderson R&R No.

6 on November 6, 2025.

Sinclair intends to file a response in opposition to that objection.

Discovery and the Special Master’s review of plaintiffs’ challenges to the defendants’ privilege claims remain ongoing.

The plaintiffs objected to Andersen R&R No.

6, Andersen R&R No.

8, Andersen R&R No.

9, and Andersen R&R No.

On January 22, 2026, the Court issued an order rejecting plaintiffs’ objections to and adopting Andersen R&R No.

6, Andersen R&R No.

8, and Andersen R&R No.

Andersen R&R No.

6 compelled the production of 252 documents, Andersen R&R No.

8 compelled the production of 79 documents, and Andersen R&R No.

9 compelled the production of 10 documents.

On February 23, 2026, the Court issued an order rejecting plaintiffs’ objections to and adopting Andersen R&R No.

Andersen R&R No.

13 compelled the production of 11 documents.

Andersen R&R Nos.

3, 6, 8, 9, and 13 collectively upheld the Company’s privilege claims over 1,639 documents.

On January 23, 2026, the Court issued a new scheduling order, setting a trial date of November 1, 2027.

The Company continues to believe the lawsuits are without merit and intends to vigorously defend itself against all such claims.

On July 19, 2023, as part of the bankruptcy proceedings of Diamond Sports Group, LLC (“DSG”), at such time, an independently managed and unconsolidated subsidiary of Sinclair, DSG and its wholly-owned subsidiary, Diamond Sports Net, LLC, filed a complaint (the “Diamond Litigation”), under seal, in the United States Bankruptcy Court for the Southern District of Texas naming certain subsidiaries of Sinclair, including SBG and STG and certain officers of SBG and STG, as defendants.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In the complaint, plaintiffs challenged a series of transactions involving SBG and certain of its subsidiaries, on the one hand, and DSG and its subsidiaries, on the other hand, since SBG acquired the former Fox Sports regional sports networks from The Walt Disney Company in August 2019.

The complaint alleged, among other things, that the management services agreement (the “MSA”) entered into by STG and DSG was not fair to DSG and was designed to benefit STG and SBG;

that the Bally’s Corporation (“Bally’s”) transaction in November 2020 through which Bally’s acquired naming rights to certain regional sports networks was not fair to DSG and was designed to benefit STG and SBG;

and that certain distributions made by DSG that were used to pay down preferred equity of DSH, were inappropriate and were conducted at a time when DSG was insolvent.

The complaint also alleged that SBG and its subsidiaries (other than DSG and its subsidiaries) received payments or indirect benefits of approximately $ 1.5 billion as a result of the alleged misconduct.

The complaint asserted a variety of claims, including certain fraudulent transfers of assets, unlawful distributions and payments, breaches of contracts, unjust enrichment and breaches of fiduciary duties.

The plaintiffs sought, among other relief, avoidance of fraudulent transfers and unlawful distributions, and unspecified monetary damages to be determined.

On March 1, 2024, the court approved a global settlement and release of all claims associated with the Diamond Litigation, which settlement included an amendment to the MSA.

Sinclair entered into the settlement, without admitting any fault or wrongdoing.

The settlement terms included, among other things, DSG’s dismissal with prejudice of its $ 1.5 billion litigation against Sinclair and all other defendants, along with the full and final satisfaction and release of all claims in that litigation against all defendants, including Sinclair and its subsidiaries, in exchange for Sinclair’s cash payment to DSG of $ 495 million.

Additionally, under the terms of the settlement, Sinclair would provide transition services to DSG to allow DSG to become a self-standing entity going forward.

During the first quarter of 2024, we paid $ 50 million related to the settlement.

The final settlement payment was made during the second quarter of 2024 and of the total $ 495 million settlement amount paid, $ 347 million was paid by STG and $ 148 million was paid by Ventures.

On January 2, 2025, DSG announced that it had emerged from bankruptcy, at which time, Sinclair’s equity interest in DSG was terminated.

We have provided a guarantee that requires us to provide funding to Marquee under certain circumstances.

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however, the maximum obligation under the guarantee agreement was reduced.

As a result of the execution of this binding term sheet, we have concluded that our obligation to pay under a portion of the guarantee is probable and the loss related thereto could be reasonably estimated, thus recorded an estimated obligation related to this arrangement during the nine months ended September 30, 2025 (as further discussed in Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing ).

Notes Payable, Finance Leases, and Commercial Bank Financing for further information.

Because loss contingencies are inherently unpredictable and unfavorable developments can occur, the assessment requires judgment about future events.

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Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Income (Numerator)

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Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Weighted-average stock-settled appreciation rights and outstanding stock options excluded 4,776 5,434

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We measure segment performance based on operating income (loss).

For the quarter ended September 30, 2025, we had two reportable segments, local media and tennis.

For the quarter ended March 31, 2026, we had two reportable segments, local media and tennis.

Our local media segment includes our television stations, original networks and content and provides these through free over-the-air programming to television viewing audiences for stations in markets located throughout the continental United States, as well as distributes the content of these stations to MVPDs for distribution to their customers in exchange for contractual fees.

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The local media segment assets are owned and operated by SBG, the assets of the tennis segment are owned and operated by Ventures, and the assets in other and corporate are owned and operated by Ventures.

Segment financial information is included in the following tables for the periods presented (in millions):

As of September 30, 2025 Local Media Tennis Other & Corporate Eliminations Consolidated

Assets $ 4,288 $ 268 $ 1,011 $ — $ 5,567

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended September 30, 2025 Local Media Tennis Other & Corporate Eliminations Consolidated

Revenue $ 667 $ 67 $ 48 $ ( 9 ) (b) $ 773

Media programming and production expenses 378 35 — — 413

Media selling, general and administrative expenses 165 15 30 ( 7 ) 203

Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 56 5 1 — 62

Amortization of program costs 21 — — — 21

Corporate general and administrative expenses 21 1 18 — 40

Gain on asset dispositions and other, net ( 3 ) — ( 33 ) — ( 36 )

Other segment items (a) 2 — 12 ( 2 ) 12

Operating income $ 27 $ 11 $ 20 $ — $ 58

Interest expense including amortization of debt discount and deferred financing costs $ 85 $ — $ — $ — $ 85

Loss from equity method investments — — ( 2 ) — ( 2 )

Other income, net 2 — 27 — 29

Income before income taxes $ —

For the nine months ended September 30, 2025 Local Media Tennis Other & Corporate Eliminations Consolidated

Segment financial information is included in the following tables for the periods presented (in millions):

As of March 31, 2026 Local Media Tennis Other & Corporate Eliminations Consolidated

Assets $ 4,490 $ 265 $ 1,021 $ — $ 5,776

For the three months ended March 31, 2026 Local Media Tennis Other & Corporate Eliminations Consolidated

Revenue $ 701 $ 70 $ 46 $ ( 10 ) (b) $ 807

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Loss from equity method investments — — ( 1 ) — ( 1 )

Gain on extinguishment of debt 6 $ — $ — — 6

Other income (expense), net 4 — ( 82 ) — ( 78 )

Loss before income taxes $ ( 137 )

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended September 30, 2024 Local Media Tennis Other & Corporate Eliminations Consolidated

Revenue $ 845 $ 60 $ 19 $ ( 7 ) (b) $ 917

Media programming and production expenses 384 30 — — 414

Media selling, general and administrative expenses 188 13 6 ( 6 ) 201

Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 58 5 1 ( 1 ) 63

Amortization of program costs 18 — — — 18

Corporate general and administrative expenses 24 1 16 — 41

Gain on asset dispositions and other, net ( 11 ) — ( 2 ) — ( 13 )

Other segment items (a) 2 — 12 — 14

Operating income (loss) $ 182 $ 11 $ ( 14 ) $ — $ 179

Interest expense including amortization of debt discount and deferred financing costs $ 78 $ — $ — $ — $ 78

Income (loss) from equity method investments 1 ( 1 ) — — —

Other income, net 2 — 22 — 24

Income before income taxes $ 125

For the nine months ended September 30, 2024 Local Media Tennis Other & Corporate Eliminations Consolidated

For the three months ended March 31, 2025 Local Media Tennis Other & Corporate Eliminations Consolidated

Revenue $ 694 $ 68 $ 21 $ ( 7 ) (b) $ 776

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Corporate general and administrative expenses 37 — 15 — 52

Gain on asset dispositions and other, net ( 11 ) — — — ( 11 )

Loss on asset dispositions and other, net 8 — — — 8

Other segment items (a) 2 — 9 — 11

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Interest expense including amortization of debt discount and deferred financing costs $ 144 $ — $ — $ — $ 144

Income (loss) from equity method investments 1 ( 2 ) 93 — 92

Loss from equity method investments — ( 1 ) ( 5 ) — ( 6 )

Gain on extinguishment of debt 2 — — — 2

Other income (expense), net 3 — ( 69 ) — ( 66 )

Income before income taxes $ 170

Loss before income taxes $ ( 200 )

(a) Other segment items relate primarily to non-media expenses.

(b) Includes $ 5 million and $ 14 million for the three and nine months ended September 30, 2025, respectively, and $ 4 million and $ 9 million for the three and nine months ended September 30, 2024, respectively, of revenue for services provided by other to local media, which is eliminated in consolidation.

(b) Includes $ 8 million and $ 4 million for the three months ended March 31, 2026 and 2025, respectively, of revenue for services provided by other to local media, which is eliminated in consolidation.

SINCLAIR, INC.

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The carrying amounts and classification of the assets and liabilities of the VIEs mentioned above, which have been included in our consolidated balance sheets as of the dates presented, were as follows (in millions):

As of September 30,

As of March 31,

2026 As of December 31,

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The amounts above represent the combined assets and liabilities of the VIEs described above, for which we are the primary beneficiary.

Total liabilities associated with certain outsourcing agreements and purchase options with certain VIEs, which are excluded from the above, were $ 152 million as of September 30, 2025 and $ 128 million as of December 31, 2024, as these amounts are eliminated in consolidation.

Total liabilities associated with certain outsourcing agreements and purchase options with certain VIEs, which are excluded from the above, were $ 115 million and $ 116 million as of March 31, 2026 and December 31, 2025, respectively, as these amounts are eliminated in consolidation.

The assets of each of these consolidated VIEs can only be used to settle the obligations of the VIE.

As of September 30, 2025, all of the liabilities are non-recourse to us except for the debt of certain VIEs.

As of March 31, 2026, all of the liabilities are non-recourse to us except for the debt of certain VIEs.

See Debt of Variable Interest Entities and Guarantees of Third-Party Obligations under Note 3.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The carrying amounts of our investments in these VIEs for which we are not the primary beneficiary were $ 73 million and $ 79 million as of September 30, 2025 and December 31, 2024, respectively, and are included in other assets in our consolidated balance sheets.

The carrying amounts of our investments in these VIEs for which we are not the primary beneficiary were $ 66 million and $ 69 million as of March 31, 2026 and December 31, 2025, respectively, and are included in other assets in our consolidated balance sheets.

Other Assets for more information related to our equity investments.

Our maximum exposure is equal to the carrying value of our investments.

The income and loss related to equity method investments and other investments are recorded in (loss) income from equity method investments and other income (expense), net, respectively, in our consolidated statements of operations.

We recorded losses of $ 4 million and $ 6 million for the three and nine months ended September 30, 2025, respectively, and losses of $ 55 million and $ 77 million for the three and nine months ended September 30, 2024, respectively, related to these investments.

The income and loss related to equity method investments and other investments are recorded in loss from equity method investments and other expense, net, respectively, in our consolidated statements of operations.

We recorded losses of $ 2 million and $ 1 million for the three months ended March 31, 2026 and 2025 , respectively.

RELATED PERSON TRANSACTIONS:

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Certain assets used by us and our operating subsidiaries are leased from entities owned by the controlling shareholders.

Lease payments made to these entities were $ 2 million and $ 5 million for the three and nine months ended September 30, 2025, respectively, and $ 2 million and $ 5 million for the three and nine months ended September 30, 2024, respectively.

Lease payments made to these entities were $ 2 million for both the three months ended March 31, 2026 and 2025.

For further information, see Note 3.

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We lease aircraft owned by certain controlling shareholders.

For all leases, we incurred expenses of $ 0.2 million for the nine months ended September 30, 2025 and less than $ 0.1 million and $ 0.1 million for the three and nine months ended September 30, 2024, respectively.

For all leases, we incurred expenses of $ 0.2 million for the three months ended March 31, 2025.

The Baltimore Sun .

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We have entered into agreements with The Baltimore Sun to provide independent contractor services, sales representation, news resource sharing, and content sharing.

In relation to these agreements, we recorded revenue of $ 0.6 million and $ 0.9 million for the three and nine months ended September 30, 2025, respectively.

In relation to these agreements, we recorded revenue of $ 0.5 million and $ 0.1 million for the three months ended March 31, 2026 and 2025, respectively.

Atlantic Automotive Corporation .

We sell advertising time to Atlantic Automotive Corporation ("Atlantic Automotive"), a

holding company that owns automobile dealerships and an automobile leasing company.

David Smith has a controlling interest

in, and is a member of the board of directors of, Atlantic Automotive.

We received payments for advertising totaling less than $ 0.1 million for both the three months ended March 31, 2026 and 2025.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Cunningham Broadcasting Corporation

Cunningham owns a portfolio of television stations, including:

As of March 1, 2026, Cunningham owns a portfolio of television stations, including:

WNUV-TV Baltimore, Maryland;

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WBSF-TV Flint, Michigan;

WGTU-TV/WGTQ-TV Traverse City/Cadillac, Michigan;

WEMT-TV Tri-Cities, Tennessee;

WYDO-TV Greenville, North Carolina;

KBVU-TV/KCVU-TV Eureka/Chico-Redding, California;

WPFO-TV Portland, Maine;

KRNV-DT/KENV-DT Reno, Nevada/Salt Lake City, Utah;

and KTXD-TV in Dallas, Texas (collectively, the “Cunningham Stations”).

Certain of our stations provide services to the Cunningham Stations pursuant to LMAs or JSAs and SSAs.

Certain of our stations provide services to certain Cunningham Stations pursuant to LMAs or JSAs and SSAs.

Variable Interest Entities , for further discussion of the scope of services provided under these types of arrangements.

All the non-voting stock of the Cunningham Stations is owned by trusts for the benefit of the children of our controlling shareholders.

We consolidate certain subsidiaries of Cunningham with which we have variable interests through various arrangements related to the Cunningham Stations.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The agreements with KRNV-DT/KENV-DT, WBSF-TV and WDBB-TV expire between November 2029 and April 2030 and certain stations have renewal provisions for successive eight-year periods.

On March 1, 2026, we exercised purchase options for WGTU-TV/WGTQ-TV Traverse City/Cadillac, Michigan;

WEMT-TV Tri-Cities, Tennessee;

WYDO-TV Greenville, North Carolina;

KBVU-TV/KCVU-TV Eureka/Chico-Redding, California;

and WPFO-TV Portland, Maine (collectively, the “Purchased Stations”) and these stations are now owned and operated by the Company.

The services provided to WNUV-TV, WMYA-TV, WTTE-TV, WRGT-TV and WVAH-TV are governed by a master agreement which has a current term that expires on July 1, 2028 and there is one additional five-year renewal term remaining with final expiration on July 1, 2033.

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A portion of the fee is required to be applied to the purchase price to the extent of the 6 % increase.

The cumulative prepayments made under these purchase agreements were $ 72 million and $ 69 million as of September 30, 2025 and December 31, 2024, respectively.

The remaining aggregate purchase price of these stations, net of prepayments, as of both September 30, 2025 and December 31, 2024, was approximately $ 54 million.

The cumulative prepayments made under these purchase agreements were $ 74 million and $ 73 million as of March 31, 2026 and December 31, 2025, respectively.

The remaining aggregate purchase price of these stations, net of prepayments, as of both March 31, 2026 and December 31, 2025, was approximately $ 54 million.

Additionally, we provide services to WDBB-TV pursuant to an LMA, which expires April 22, 2030, and have a purchase option to acquire for $ 0.2 million.

Under these agreements, we paid Cunningham $ 3 million and $ 9 million for the three and nine months ended September 30, 2025, respectively, and $ 3 million and $ 9 million for the three and nine months ended September 30, 2024, respectively.

The agreements with KBVU-TV/KCVU-TV, KRNV-DT/KENV-DT, WBSF-TV, WDBB-TV, WEMT-TV, WGTU-TV/WGTQ-TV, WPFO-TV, and WYDO-TV expire between December 2028 and August 2033 and certain stations have renewal provisions for successive eight-year periods.

Under these agreements, we paid Cunningham $ 3 million for both the three months ended March 31, 2026 and 2025.

As we consolidate the licensees as VIEs, the amounts we earn or pay under the arrangements are eliminated in consolidation and the gross revenue of the stations are reported in our consolidated statements of operations.

Our consolidated revenue includes $ 33 million and $ 97 million for the three and nine months ended September 30, 2025, respectively, and $ 41 million and $ 109 million for the three and nine months ended September 30, 2024, respectively, related to the Cunningham Stations.

We have an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which Cunningham has an LMA that expires in December 2025.

Our consolidated revenue includes $ 4 million and $ 34 million for the three months ended March 31, 2026 and 2025, respectively, related to the Cunningham Stations and prior to March 1, 2026, the Purchased Stations.

We have an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which Cunningham has an LMA, that is operating on a month-to-month term until either party provides notice of termination.

Under the agreement, Cunningham paid us an initial fee of $ 1 million and pays us $ 0.3 million annually for master control services plus the cost to maintain and repair the equipment.

In addition, we have an agreement with Cunningham to provide a news share service with the Johnstown, PA station for an annual fee of $ 0.6 million, which increases by 2 % on each anniversary and expires in November 2028.

We have multi-cast agreements with Cunningham Stations in the Eureka/Chico-Redding, California;

Tri-Cities, Tennessee;

Anderson, South Carolina;

We have multi-cast agreements with Cunningham Stations in the Anderson, South Carolina;

Baltimore, Maryland;

Charleston, West Virginia and Dallas, Texas markets and prior to March 1, 2026, also with stations in Eureka/Chico-Redding California;

Tri-Cities, Tennessee;

Portland, Maine;

Charleston, West Virginia;

Dallas, Texas;

and Greenville, North Carolina markets.

In exchange for carriage of these networks in their markets, we paid $ 0.3 million and $ 1 million for the three and nine months ended September 30, 2025, respectively, and $ 0.2 million and $ 1 million for the three and nine months ended September 30, 2024, respectively, under these agreements.

Leased Property by Real Estate Ventures

Prior to September 2024, certain of our real estate ventures entered into leases with entities owned by members of the Smith Family.

Total rent payments received under these leases were $ 0.3 million and $ 1 million for the three and nine months ended September 30, 2024, respectively.

In exchange for carriage of these networks in their markets, we paid $ 0.3 million for both the three months ended March 31, 2026 and 2025 under these agreements.

All the non-voting stock of the Cunningham Stations is owned by trusts for the benefit of the children of our controlling shareholders.

We consolidate certain subsidiaries of Cunningham with which we have variable interests through various arrangements related to the Cunningham Stations.

WG Communications Group

The wife of Robert Weisbord, our Chief Operating Officer and President of Local Media, has an ownership interest in WG Communications Group (“WGC”).

We received revenue from advertisers represented by WGC of $ 0.1 million and $ 0.2 million for the three and nine months ended September 30, 2025, respectively, and $ 0.1 million and $ 0.2 million for the three and nine months ended September 30, 2024, respectively, and made payments to WGC of less than $ 0.1 million for all of the nine months ended September 30, 2025 and three and nine months ended September 30, 2024.

We received revenue from advertisers represented by WGC of less than $ 0.1 million and $ 0.1 million for the three months ended March 31, 2026 and 2025, respectively, and made payments to WGC of less than $ 0.1 million for the three months ended March 31, 2025.

SINCLAIR, INC.

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Jason Smith, an employee of the Company, is the son of Frederick Smith, who is a Vice President of the Company and a member of the Company’s Board of Directors.

Jason Smith received total compensation of $ 0.3 million for both the three months ended September 30, 2025 and 2024 and $ 0.9 million and $ 0.8 million for the nine months ended September 30, 2025 and 2024, respectively, consisting of salary and bonus, and was granted 159,607 and 37,566 shares of restricted stock, vesting over two years , for the nine months ended September 30, 2025 and 2024, respectively, and 500,000 stock appreciation rights, vesting over two years , for the nine months ended September 30, 2024.

Jason Smith received total compensation of $ 0.8 million and $ 0.3 million for the three months ended March 31, 2026 and 2025, respectively, consisting of salary and bonus, and was granted 144,300 and 159,607 shares of restricted stock, vesting over two years , for the three months ended March 31, 2026 and 2025, respectively.

Ethan White, an employee of the Company, is the son-in-law of J.

Duncan Smith, who is a Vice President of the Company and Secretary of the Company’s Board of Directors.

Ethan White received total compensation of $ 0.1 million for both the three months ended September 30, 2025 and 2024 and $ 0.2 million for both the nine months ended September 30, 2025 and 2024, respectively, consisting of salary, and was granted 3,244 and 1,503 shares of restricted stock, vesting over two years , for the nine months ended September 30, 2025 and 2024, respectively.

Ethan White received total compensation of $ 0.1 million for both the three months ended March 31, 2026 and 2025, consisting of salary and bonus, and was granted 5,162 and 3,244 shares of restricted stock, vesting over two years , for the three months ended March 31, 2026 and 2025, respectively.

Ryan McCoy, an employee of the Company, is the son-in-law of J.

Duncan Smith.

Ryan McCoy received total compensation of less than $ 0.1 million for both the three months ended September 30, 2025 and 2024 and $ 0.1 million for both the nine months ended September 30, 2025 and 2024, consisting of salary.

Ryan McCoy received total compensation of less than $ 0.1 million for both the three months ended March 31, 2026 and 2025, consisting of salary.

Amberly Thompson, an employee of the Company, is the daughter of Donald Thompson, who is an Executive Vice President and Chief Human Resources Officer of the Company.

Amberly Thompson received total compensation of less than $ 0.1 million for both the three months ended September 30, 2025 and 2024 and $ 0.1 million for both the nine months ended September 30, 2025 and 2024, consisting of salary, and was granted 285 shares of restricted stock, vesting over two years , during the nine months ended September 30, 2025.

Amberly Thompson received total compensation of less than $ 0.1 million for both the three months ended March 31, 2026 and 2025, consisting of salary, and was granted 285 shares of restricted stock, vesting over two years , during the three months ended March 31, 2025.

Frederick Smith is the brother of David Smith, Executive Chairman of the Company and Chairman of the Company’s Board of Directors;

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Duncan Smith.

Frederick Smith received total compensation of $ 0.1 million and $ 0.2 million for the three months ended September 30, 2025 and 2024, respectively, and $ 0.5 million and $ 0.6 million for the nine months ended September 30, 2025 and 2024, respectively, consisting of salary and bonus.

Frederick Smith received total compensation of $ 0.2 million for both the three months ended March 31, 2026 and 2025, consisting of salary and bonus.

Duncan Smith is the brother of David Smith, Frederick Smith, and Robert Smith.

Duncan Smith received total compensation of $ 0.1 million and $ 0.2 million for the three months ended September 30, 2025 and 2024, respectively, and $ 0.5 million and $ 0.6 million for the nine months ended September 30, 2025 and 2024, respectively, consisting of salary and bonus.

Duncan Smith received total compensation of $ 0.2 million for both the three months ended March 31, 2026 and 2025, consisting of salary and bonus.

FAIR VALUE MEASUREMENTS:

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The following table sets forth the face value and fair value of our financial assets and liabilities for the periods presented (in millions):

As of September 30, 2025 As of December 31, 2024

As of March 31, 2026 As of December 31, 2025

Face Value Fair Value Face Value Fair Value

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Money market funds N/A 522 N/A 678

Investments in equity securities (a) N/A 105 N/A 181

Deferred compensation assets N/A 50 N/A 52

Deferred compensation liabilities N/A 45 N/A 48

Investments in equity securities (a) N/A 130 N/A 141

Interest rate swap (b) N/A — N/A 1

9.750 % Second Lien Senior Secured Notes due 2033 (d)

9.750 % Second Lien Senior Secured Notes due 2033

$ 432 477 $ 432 474

8.125 % First-Out First Lien Secured Notes due 2033 (d)

8.125 % First-Out First Lien Secured Notes due 2033

1,430 1,454 1,430 1,496

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485 420 485 440

5.125 % Senior Notes due 2027 (d)

4.375 % Second-Out First Lien Secured Notes due 2032

238 184 238 189

4.375 % Second-Out First Lien Secured Notes due 2032 (d)

4.125 % Senior Secured Notes due 2030 (d)

4.125 % Unsecured Notes due 2030 (d)

Term Loan B-2, due September 30, 2026 (d) — — 1,175 1,160

Term Loan B-3, due April 1, 2028 (d) 3 2 714 575

Term Loan B-4, due April 21, 2029 (d) — — 731 589

Term Loan B-6, due December 31, 2029 (d) 708 630 — —

Term Loan B-7, due December 31, 2030 (d) 728 648 — —

Debt of variable interest entities (c) 6 6 7 7

Investments in equity securities (e) N/A 2 N/A 68

4.125 % Unsecured Notes due 2030

Term Loan B-3, due April 1, 2028 3 2 3 2

Term Loan B-6, due December 31, 2029 704 630 706 642

Term Loan B-7, due December 31, 2030 724 554 726 653

A/R Facility 375 375 375 375

Debt of variable interest entities (b) 2 2 6 6

Investments in equity securities N/A 2 N/A 2

N/A - Not applicable

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The fair value of the warrants are derived from the quoted trading prices of the underlying common equity securities less the exercise price.

(b) T he fair value of the interest rate swap was a liability as of September 30, 2025 and an asset as of December 31, 2024.

For further information, s ee Hedge Accounting within Note 1.

Nature of Operations and Summary of Significant Accounting Policies and Interest Rate Swap within Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing .

(c) Amounts are carried in our consolidated balance sheets net of debt discount and deferred financing cost, which are excluded in the above table, of $ 56 million and $ 36 million as of September 30, 2025 and December 31, 2024, respectively.

(d) STG completed a series of financing transactions, including a new money financing and debt recapitalization, during the nine months ended September 30, 2025.

In October 2025, STG repurchased the remaining $ 89 million aggregate principal amount of the 5.125 % Senior Notes due 2027.

For further information, see Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing .

(e) Amounts primarily relate to warrants and options to acquire common equity in Bally’s.

We recorded a fair value adjustment loss of $ 8 million for the nine months ended September 30, 2025 and gains of $ 18 million and $ 10 million for the three and nine months ended September 30, 2024, respectively.

The fair value of the warrants is primarily derived from the quoted trading prices of the underlying common equity.

The fair value of the options is derived utilizing the Black Scholes valuation model.

The most significant inputs include the trading price of the underlying common stock and the exercise price of the options, which range from $ 30 to $ 45 per share.

All outstanding awards to acquire common equity in Bally’s were converted to warrants and transferred to Level 2 during the nine months ended September 30, 2025.

SINCLAIR, INC.

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The following table summarizes the changes in financial assets measured at fair value on a recurring basis and categorized as Level 3 under the fair value hierarchy for the three and nine months ended September 30, 2025 and 2024 (in millions):

Three Months Ended September 30, 2025

Fair value at June 30, 2025 $ 2

Fair value at September 30, 2025 $ 2

Nine Months Ended September 30, 2025

(b) Amounts are carried in our consolidated balance sheets net of debt discount and deferred financing cost, which are excluded in the above table, of $ 53 million and $ 55 million as of March 31, 2026 and December 31, 2025, respectively.

The following table summarizes the changes in financial assets measured at fair value on a recurring basis and categorized as Level 3 under the fair value hierarchy for the three months ended March 31, 2026 and 2025 (in millions):

Three Months Ended March 31, 2026

Fair value at December 31, 2025 $ 2

Transfer to Level 2 ( 58 )

Measurement adjustments ( 8 )

Fair value at September 30, 2025 $ 2

Three Months Ended September 30, 2024

Fair value at June 30, 2024 $ 42

Measurement adjustments 16

Fair value at September 30, 2024 $ 58

Nine Months Ended September 30, 2024

Fair value at March 31, 2026 $ 2

Three Months Ended March 31, 2025

Fair value at December 31, 2024 $ 68

Transfer to Level 2 ( 58 )

Measurement adjustments ( 8 )

Fair value at September 30, 2024 $ 58

Fair value at March 31, 2025 $ 2

FINANCIAL STATEMENTS OF SINCLAIR BROADCAST GROUP, LLC

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(in millions) (Unaudited)

As of September 30,

As of March 31,

2026 As of December 31,

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Cash and cash equivalents $ 392 $ 401

Accounts receivable, net of allowance for doubtful accounts of $ 4 and $ 5 , respectively

Accounts receivable, net of allowance for doubtful accounts of $ 4 as of both periods

Income taxes receivable 36 14

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Accumulated deficit ( 778 ) ( 749 )

Accumulated other comprehensive income 1 2

Total SBG member’s deficit ( 778 ) ( 749 )

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The accompanying notes are an integral part of these unaudited consolidated financial statements.

(a) Sinclair Broadcast Group, LLC’s (“SBG”) consolidated total assets as of September 30, 2025 and December 31, 2024 include total assets of variable interest entities (“VIE”) of $ 78 million and $ 70 million, respectively, which can only be used to settle the obligations of the VIEs.

SBG’s consolidated total liabilities as of September 30, 2025 and December 31, 2024 include total liabilities of VIEs of $ 9 million and $ 16 million, respectively, for which the creditors of the VIEs have no recourse to SBG.

(a) Sinclair Broadcast Group, LLC’s (“SBG”) consolidated total assets as of March 31, 2026 and December 31, 2025 include total assets of variable interest entities (“VIE”) of $ 21 million and $ 30 million, respectively, which can only be used to settle the obligations of the VIEs.

SBG’s consolidated total liabilities as of March 31, 2026 and December 31, 2025 include total liabilities of VIEs of $ 5 million and $ 8 million, respectively, for which the creditors of the VIEs have no recourse to SBG.

Variable Interest Entities .

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Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Media revenue $ 701 $ 694

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Amortization of definite-lived intangible assets 34 31

Gain on asset dispositions and other, net ( 25 ) ( 11 ) ( 8 ) ( 11 )

(Gain) loss on asset dispositions and other, net ( 1 ) 8

Total operating expenses 666 682

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Total other expense, net ( 81 ) ( 139 )

(Loss) income before income taxes ( 34 ) 107 ( 208 ) 107

INCOME TAX BENEFIT (PROVISION) 6 ( 25 ) 40 ( 15 )

NET (LOSS) INCOME ( 28 ) 82 ( 168 ) 92

Loss before income taxes ( 46 ) ( 127 )

INCOME TAX BENEFIT 24 26

NET LOSS ( 22 ) ( 101 )

Net income attributable to the noncontrolling interests ( 2 ) ( 1 )

NET (LOSS) INCOME ATTRIBUTABLE TO SBG $ ( 30 ) $ 80 $ ( 173 ) $ 87

NET LOSS ATTRIBUTABLE TO SBG $ ( 24 ) $ ( 102 )

The accompanying notes are an integral part of these unaudited consolidated financial statements.

SINCLAIR BROADCAST GROUP, LLC

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in millions) (Unaudited)

Three Months Ended

September 30, Nine Months Ended

September 30,

2025 2024 2025 2024

Net (loss) income $ ( 28 ) $ 82 $ ( 168 ) $ 92

Net loss $ ( 22 ) $ ( 101 )

Unrealized loss on interest rate swap, net of tax — ( 1 )

Comprehensive (loss) income ( 28 ) 74 ( 169 ) 89

Comprehensive loss ( 22 ) ( 102 )

Comprehensive income attributable to the noncontrolling interests ( 2 ) ( 1 )

Comprehensive (loss) income attributable to SBG $ ( 30 ) $ 72 $ ( 174 ) $ 84

Comprehensive loss attributable to SBG $ ( 24 ) $ ( 103 )

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions) (Unaudited)

Three Months Ended September 30, 2024

Accumulated Deficit Accumulated

Comprehensive

Income (Loss)

Noncontrolling

Interests Total Deficit

BALANCE, June 30, 2024 $ ( 714 ) $ 6 $ ( 66 ) $ ( 774 )

Distributions to member, net ( 40 ) — — ( 40 )

Distributions to noncontrolling interests — — ( 3 ) ( 3 )

Other comprehensive loss — ( 8 ) — ( 8 )

Net income 80 — 2 82

BALANCE, September 30, 2024 $ ( 674 ) $ ( 2 ) $ ( 67 ) $ ( 743 )

Nine Months Ended September 30, 2024

Three Months Ended March 31, 2025

Accumulated Deficit Accumulated

Comprehensive

Income (Loss)

Noncontrolling

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Other comprehensive loss — ( 1 ) — ( 1 )

Net income 87 — 5 92

BALANCE, September 30, 2024 $ ( 674 ) $ ( 2 ) $ ( 67 ) $ ( 743 )

Net (loss) income ( 102 ) — 1 ( 101 )

BALANCE, March 31, 2025 $ ( 661 ) $ 1 $ ( 69 ) $ ( 729 )

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions) (Unaudited)

Three Months Ended September 30, 2025

Accumulated Deficit Accumulated

Comprehensive

Noncontrolling

Interests Total Deficit

BALANCE, June 30, 2025 $ ( 715 ) $ 1 $ ( 69 ) $ ( 783 )

Distributions to member, net ( 41 ) — — ( 41 )

Distributions to noncontrolling interests — — ( 3 ) ( 3 )

Acquisition of noncontrolling interests, net — — ( 3 ) ( 3 )

Net (loss) income ( 30 ) — 2 ( 28 )

BALANCE, September 30, 2025 $ ( 786 ) $ 1 $ ( 73 ) $ ( 858 )

Nine Months Ended September 30, 2025

Accumulated Deficit Accumulated

Comprehensive

Noncontrolling

Three Months Ended March 31, 2026

Accumulated Deficit Noncontrolling

Interests Total Deficit

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Distributions to noncontrolling interests — ( 3 ) ( 3 )

Acquisition of noncontrolling interests, net ( 1 ) — ( 2 ) ( 3 )

Other comprehensive loss — ( 1 ) — ( 1 )

Net (loss) income ( 24 ) 2 ( 22 )

BALANCE, September 30, 2025 $ ( 786 ) $ 1 $ ( 73 ) $ ( 858 )

BALANCE, March 31, 2026 $ ( 778 ) $ ( 75 ) $ ( 853 )

The accompanying notes are an integral part of these unaudited consolidated financial statements.

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(in millions) (Unaudited)

Nine Months Ended September 30,

CASH FLOWS FROM (USED IN) OPERATING ACTIVITIES:

Net (loss) income $ ( 168 ) $ 92

Adjustments to reconcile net (loss) income to net cash flows from (used in) operating activities:

Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss $ ( 22 ) $ ( 101 )

Adjustments to reconcile net loss to net cash flows from operating activities:

Amortization of definite-lived intangible and other assets 34 31

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Equity-based compensation 18 22

Deferred tax (benefit) provision ( 75 ) 24

Loss (gain) on asset dispositions and other, net 28 ( 7 )

Income from investments — ( 25 )

Deferred tax benefit — ( 99 )

(Gain) loss on asset dispositions and other, net ( 1 ) 8

Gain on extinguishment of debt — ( 2 )

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Change in assets and liabilities, net of acquisitions:

Decrease in accounts receivable 19 2

Decrease in prepaid expenses and other current assets 22 27

Net change in due to/from member 2 ( 2 )

Increase (decrease) in accounts payable and accrued and other current liabilities 8 ( 394 )

Decrease (increase) in accounts receivable 69 ( 20 )

Increase in prepaid expenses and other current assets ( 18 ) ( 8 )

(Decrease) increase in accounts payable and accrued and other current liabilities ( 23 ) 30

Net change in net income taxes payable/receivable ( 23 ) 73

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Other, net ( 1 ) 7

Net cash flows from (used in) operating activities 91 ( 86 )

Net cash flows from operating activities 58 34

CASH FLOWS USED IN INVESTING ACTIVITIES:

Acquisition of property and equipment ( 14 ) ( 15 )

Purchases of investments ( 1 ) ( 4 )

Distributions and proceeds from investments — 44

Acquisition of businesses, net of cash acquired ( 15 ) —

Other, net 3 —

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Debt issuance costs — ( 99 )

(Distributions to) contributions from member, net ( 97 ) 48

Distributions to member, net ( 29 ) ( 31 )

Distributions to noncontrolling interests ( 3 ) ( 2 )

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The content, distributed through SBG’s broadcast platform and third-party platforms, consists of programming provided by third-party networks and syndicators, local news and other original programming produced by SBG and SBG owned networks.

For the quarter ended September 30, 2025, SBG had one reportable segment:

For the quarter ended March 31, 2026, SBG had one reportable segment:

The local media segment consists primarily of SBG’s 177 broadcast television stations in 79 markets, which SBG owns, provides programming and operating services pursuant to agreements commonly referred to as local marketing agreements (“LMA”), or provides sales services and other non-programming operating services pursuant to other outsourcing agreements (such as joint sales agreements (“JSA”) and shared services agreements (“SSA”)).

These stations broadcast 646 channels as of September 30, 2025.

These stations broadcast 646 channels as of March 31, 2026.

For the purpose of this report, these 177 stations and 646 channels are referred to as “SBG” stations and channels.

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Interim Financial Statements

SBG’s consolidated financial statements for the three and nine months ended September 30, 2025 and 2024 are unaudited.

SBG’s consolidated financial statements for the three months ended March 31, 2026 and 2025 are unaudited.

In the opinion of management, such financial statements have been presented on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments necessary for a fair statement of the consolidated balance sheets, consolidated statements of operations, consolidated statements of comprehensive (loss) income, consolidated statements of member’s deficit and noncontrolling interests, and consolidated statements of cash flows for these periods as adjusted for the adoption of recent accounting pronouncements.

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NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Changes in Accounting Estimates

During the three months ended March 31, 2026, SBG reassessed the useful lives of certain FCC licenses previously classified as indefinite-lived intangible assets.

Based on this reassessment, management determined that these licenses have finite useful lives and, accordingly, SBG reclassified $ 122 million of FCC licenses from indefinite-lived to definite-lived intangible assets which will be amortized over a 15-year life .

We assessed our FCC licenses for impairment prior to completion of this change, concluding there were no impairment indicators.

Recent Accounting Pronouncements

income taxes paid disaggregated by jurisdiction;

and income or loss before income tax disaggregated between foreign and domestic.

The guidance is effective for annual periods beginning after December 15, 2024, applied prospectively.

Early adoption is permitted.

SBG is currently evaluating the impact of this guidance but does not expect it to have a material impact on SBG’s consolidated financial statements.

In November 2024, the FASB issued guidance requiring disclosure of disaggregated information about certain income statement expense line items.

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SBG is currently evaluating the impact of this guidance.

In December 2025, the FASB issued guidance providing clarifications and organizational improvements to interim financial reporting guidance under Accounting Standard Codification 270.

The guidance is effective for interim reporting periods beginning after December 15, 2027.

Early adoption is permitted.

SBG is currently evaluating the impact of this guidance.

Broadcast Television Programming

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SBG assesses the program costs on a quarterly basis to ensure the costs are recorded at the lower of unamortized cost or fair value.

Hedge Accounting

SBG entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of SBG’s exposure to variable interest rates.

The swap agreement has a notional amount of $ 600 million, bears a fixed interest rate of 3.9 %, and SBG receives a floating rate of interest based on the Secured Overnight Financing Rate (“SOFR”).

SBG has determined that the interest rate swap meets the criteria for hedge accounting.

Gains or losses on the monthly settlement of the interest rate swap are reflected in i nterest expense in SBG’s consolidated statements of operations.

Cash flows related to the interest rate swap are classified as operating activities in SBG’s consolidated statements of cash flows.

See Interest Rate Swap within Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing for further discussion.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Supplemental Information - Statements of Cash Flows

Leased assets obtained in exchange for new operating lease liabilities were $ 5 million and $ 3 million for the nine months ended September 30, 2025 and 2024, respectively.

Leased assets obtained in exchange for new finance lease liabilities were $ 17 million for the nine months ended September 30, 2024.

Non-cash investing activities included property and equipment purchases of $ 4 million and $ 5 million for the nine months ended September 30, 2025 and 2024, respectively.

SBG received equity shares in investments valued at $ 20 million and $ 4 million for the nine months ended September 30, 2025 and 2024, respectively, in exchange for an obligation to deliver a similar value of advertising spots.

SBG completed the acquisition and sale of certain television stations as described in Acquisitions and Station Disposals below for non-cash consideration of $ 32 million and $ 36 million, respectively, during both the three and nine months ended September 30, 2025.

Included in (distributions to) contributions from member, net within cash flows used in financing activities in SBG’s consolidated statements of cash flows, were dividends to Sinclair to fund its portion of the dividends to Sinclair shareholders and parent company expenses of $ 108 million and $ 78 million for the nine months ended September 30, 2025 and 2024, respectively.

These dividends were offset by a contribution from member related to $ 11 million from Sinclair Ventures, LLC (“Ventures”) related to cash tax payments associated with the emergence of Diamond Sports Group, LLC (“DSG”) from Chapter 11 bankruptcy protection for the nine months ended September 30, 2025 and $ 148 million from Ventures related to the DSG litigation settlement (see Note 4.

Commitments and Contingencies for further detail) for the nine months ended September 30, 2024.

Leased assets obtained in exchange for new operating lease liabilities were $ 8 million and $ 3 million for the three months ended March 31, 2026 and 2025, respectively.

Non-cash investing activities included property and equipment purchases of $ 3 million and $ 5 million for the three months ended March 31, 2026 and 2025, respectively.

SBG received equity shares in investments valued at $ 4 million and $ 8 million for the three months ended March 31, 2026 and 2025, respectively, in exchange for an obligation to deliver a similar value of advertising spots.

During the three months ended March 31, 2026, SBG completed the acquisition and sale of certain television stations that included non-cash consideration as further described in Acquisitions and Station Disposals below.

Included in distributions to member, net within cash flows used in financing activities in SBG’s consolidated statements of cash flows, were dividends to Sinclair to fund its portion of the dividends to Sinclair shareholders and parent company expenses of $ 29 million and $ 30 million for the three months ended March 31, 2026 and 2025, respectively.

SINCLAIR BROADCAST GROUP, LLC

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Revenue Recognition

The following table presents SBG’s revenue disaggregated by type and segment (in millions):

For the three months ended September 30, 2025 Local Media

Distribution revenue $ 370

Core advertising revenue 269

Political advertising revenue 6

Other media 22

Total revenue $ 667

For the nine months ended September 30, 2025 Local Media

Distribution revenue $ 1,145

Core advertising revenue 812

Political advertising revenue 18

Other media 65

Total revenue $ 2,040

For the three months ended September 30, 2024 Local Media

Distribution revenue $ 383

Core advertising revenue 283

Political advertising revenue 138

Other media 41

Total revenue $ 845

For the nine months ended September 30, 2024 Local Media

The following table presents SBG’s revenue disaggregated by type for the local media segment (in millions):

Three Months Ended

Distribution revenue $ 402 $ 395

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In accordance with ASC 606, SBG does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) distribution arrangements which are accounted for as a sales/usage-based royalty.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Deferred Revenue.

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SBG classifies deferred revenue as either current in other current liabilities or long-term in other long-term liabilities in SBG’s consolidated balance sheets based on the timing of when SBG expects to satisfy performance obligations.

Deferred revenue was $ 163 million as of both September 30, 2025 and December 31, 2024, of which $ 94 million and $ 112 million, respectively, was reflected in other long-term liabilities in SBG’s consolidated balance sheets.

Deferred revenue recognized for the nine months ended September 30, 2025 and 2024, included in the deferred revenue balance as of December 31, 2024 and 2023, was $ 43 million and $ 35 million, respectively.

For the three months ended September 30, 2025, two customers accounted for 12 % and 10 %, respectively, of SBG’s total revenue.

For the nine months ended September 30, 2025, two customers accounted for 12 % and 11 %, respectively, of SBG’s total revenue.

For the three months ended September 30, 2024, one customers accounted for 10 %, of SBG’s total revenue.

For the nine months ended September 30, 2024, two customers accounted for 11 % and 10 %, respectively, of SBG’s total revenue.

As of September 30, 2025, two customers accounted for 13 % and 10 %, respectively, of SBG’s accounts receivable, net.

As of December 31, 2024, four customers accounted for 11 %, 10 %, 10 %, and 10 %, respectively, of SBG’s accounts receivable, net.

Deferred revenue was $ 147 million and $ 145 million as of March 31, 2026 and December 31, 2025, respectively, of which $ 83 million and $ 88 million, respectively, was reflected in other long-term liabilities in SBG’s consolidated balance sheets.

Deferred revenue recognized for the three months ended March 31, 2026 and 2025, included in the deferred revenue balance as of December 31, 2025 and 2024, was $ 17 million and $ 19 million, respectively.

For the three months ended March 31, 2026, two customers accounted for 11 % and 11 %, respectively, of SBG’s total revenue.

For the three months ended March 31, 2025, two customers accounted for 11 % and 10 %, respectively, of SBG’s total revenue.

As of March 31, 2026, three customers accounted for 13 %, 10 %, and 10 %, respectively, of SBG’s accounts receivable, net.

As of December 31, 2025, two customers accounted for 13 % and 12 %, respectively, of SBG’s accounts receivable, net.

For purposes of this disclosure, a single customer may include multiple entities under common control.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Acquisitions and Station Disposals

In July 2025, SBG sold its owned stations within Milwaukee, WI (WVTV), Springfield, IL (WICS/WICD), Ottumwa, IA (KTVO), and Quincy, IL (KHQA) for consideration valued at $ 36 million.

For the nine months ended September 30, 2025, SBG recorded a net loss of $ 8 million related to the sale, which is included within gain on asset dispositions and other, net within SBG’s consolidated statements of operations and SBG’s local media segment within Note 5.

Segment Data .

In September 2025, SBG acquired the non-license assets of WLNE in Providence, RI for consideration of $ 32 million.

In February 2026, SBG acquired the non-license assets of KMYT and KOKI in Tulsa, OK, along with a purchase option to acquire the four television stations that were previously sold in 2025 (as described below).

The total consideration for the transaction was $ 52 million and included SBG transferring the non-license assets of KLEW in Spokane, WA and KEPR, KIMA, KUNW, KORX, and KVVK in Yakima, WA valued at $ 12 million, the forgiveness of certain outstanding promissory notes and working capital balances in the amount of $ 21 million, and cash payments (including cash payments related to certain holdbacks) of $ 19 million.

The acquired assets and liabilities were recorded at fair value as of the closing date of the transaction.

Based upon the preliminary purchase price allocation, SBG recorded $ 27 million of definite-lived intangible assets, $ 1 million of property and equipment, and $ 4 million of net working capital.

Based upon SBG’s preliminary purchase price allocation, SBG recorded $ 21 million of definite-lived intangible assets, $ 10 million of property and equipment, $ 19 million of other assets, and $ 2 million of goodwill.

During the three months ended March 31, 2025, SBG entered into an asset purchase agreement with a counterparty to sell SBG’s owned stations within Milwaukee, WI (WVTV), Springfield, IL (WICS/WICD), Ottumwa, IA (KTVO), and Quincy, IL (KHQA) for approximately $ 30 million and accrued the estimated loss we expected to recognize upon closing of the sale of approximately $ 17 million, which is included within loss on asset dispositions and other, net within SBG’s consolidated statements of operations and SBG’s local media segment within Note 5.

Segment Data for the three months ended March 31, 2025 and was recorded to reflect the underlying assets at the lower of carrying value and fair value.

SBG’s income tax provision for all periods consists of federal and state income taxes.

SBG provides a valuation allowance for deferred tax assets if it is determined that it is more likely than not that some or all of the deferred tax assets will not be realized.

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In considering these sources of taxable income, SBG must make certain judgments that are based on the plans and estimates used to manage SBG’s underlying businesses on a long-term basis.

A valuation allowance has been provided for deferred tax assets related to a substantial amount of SBG’s available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies, and projected future taxable income.

On July 4, 2025, the One Big, Beautiful Bill (“OBBB”) was enacted.

The OBBB is a comprehensive tax reform package that includes several provisions which have, and will continue to, reduce SBG’s taxes paid in 2025.

SBG does not expect the legislation to have a material impact on its financial statements.

SBG’s effective income tax rate for the three months ended September 30, 2025 was less than the statutory rate primarily due to non-deductible expenses.

SBG’s effective income tax rate for the nine months ended September 30, 2025 was less than the statutory rate primarily due to non-deductible expenses.

SBG's effective income tax rate for the three months ended September 30, 2024 was greater than the statutory rate primarily due to non-deductible expenses.

SBG's effective income tax rate for the nine months ended September 30, 2024 was less than the statutory rate primarily due to an immaterial $ 7.5 million correcting adjustment related to the accrual of interest income attributable to prior years’ pending income tax refund claims.

SBG does not believe that its liability for unrecognized tax benefits would be materially impacted, in the next twelve months, as a result of the expected statute of limitations expirations, the application of limits under available state administrative practice exceptions, and the resolution of examination issues and settlements with federal and certain state tax authorities.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

A valuation allowance has been provided for deferred tax assets related to a certain amount of SBG’s available state net operating loss carryforwards based on past operating results, expected timing of the reversals of existing temporary basis differences, alternative tax strategies and projected future taxable income.

SBG’s effective income tax rate for the three months ended March 31, 2026 was greater than the statutory rate primarily due to a 2026 release of a valuation allowance on certain state net operating losses resulting from a change in the filing methodology that impacted the realizability of the associated deferred tax assets.

SBG’s effective income tax rate for the three months ended March 31, 2025 approximated the statutory rate.

SBG does not believe that the liability for unrecognized tax benefits would be materially impacted, in the next twelve months, as a result of the expected statute of limitations expirations, the application of limits under available state administrative practice exceptions, and the resolution of examination issues and settlements with federal and certain state tax authorities.

Reclassifications

Certain reclassifications have been made to prior years’ consolidated financial statements to conform to the current year’s presentation.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

OTHER ASSETS:

Other assets as of September 30, 2025 and December 31, 2024 consisted of the following (in millions):

As of September 30,

Other assets as of March 31, 2026 and December 31, 2025 consisted of the following (in millions):

As of March 31,

2026 As of December 31,

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Additionally, certain investments were measured at net asset value (“NAV”).

Investments measured at NAV were $ 13 million and $ 5 million as of September 30, 2025 and December 31, 2024, respectively.

Investments accounted for utilizing the measurement alternative were $ 19 million and $ 8 million as of September 30, 2025 and December 31, 2024, respectively.

There were no adjustments to the carrying amount of investments accounted for utilizing the measurement alternative for any of the three and nine months ended September 30, 2025 and 2024.

Investments measured at NAV were $ 14 million and $ 13 million as of March 31, 2026 and December 31, 2025, respectively.

Investments accounted for utilizing the measurement alternative were $ 20 million and $ 17 million as of March 31, 2026 and December 31, 2025, respectively.

There were no adjustments to the carrying amount of investments accounted for utilizing the measurement alternative for either of the three months ended March 31, 2026 and 2025.

NOTES PAYABLE, FINANCE LEASES, AND COMMERCIAL BANK FINANCING:

Credit Agreement and Notes

During the first quarter of 2025, Sinclair Television Group, Inc.

(“STG”), a wholly-owned subsidiary of Sinclair Broadcast Group, LLC (“SBG”), completed a series of financing transactions (the “Transactions”) as follows:

Exchanged all of the $ 731.3 million aggregate principal amount outstanding of Term Loan B-4, which matured on April 21, 2029, and bore interest at SOFR plus 3.75 %, into second-out first lien Term Loan B-7 issued under the New Credit Agreement, which mature December 31, 2030 and bear interest at SOFR plus 4.10 % .

As a result, the remaining $ 3 million of Term Loan B-3 and the remaining $ 75 million of commitments under the existing revolving credit facility are ranked as third lien obligations.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

STG issued $ 1,430 million aggregate principal amount of 8.125 % first-out first lien secured notes due 2033 (the “ 8.125 % First-Out Notes”), which mature on February 15, 2033.

For the nine months ended September 30, 2025 , SBG recognized a gain on extinguishment of the 4.125 % Senior Secured Notes due 2030 and 5.125 % Senior Notes due 2027 of $ 5 million and $ 3 million, respectively, and a loss on extinguishment of the Term Loan B-2 of $ 6 million.

These covenants are subject to a number of exceptions and limitations as described in the New Credit Agreement and New Indentures.

Prior to February 15, 2028, December 1, 2025, and February 15, 2027, STG may redeem the 8.125 % First-Out Notes, 4.375 % Second-Out Notes, and 9.750 % Second Lien Notes, respectively, in whole or in part, at any time or from time to time at a price equal to 100 % of the principal amount of the respective notes, plus accrued and unpaid interest, if any, to the redemption date, plus a “make-whole” premium as set forth in the New Indentures.

On or prior to February 15, 2028 and February 15, 2027, STG may redeem up to 40 % of the aggregate principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, at a price equal to 108.125 % and 109.750 % of the principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, plus accrued and unpaid interest, if any, to, but not including, the date of redemption using the proceeds of certain equity offerings.

Prior to February 15, 2028 and February 15, 2027, STG may redeem the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, in whole but not in part, at a redemption price equal to 108.125 % and 109.750 % of the principal amount of the 8.125 % First-Out Notes and 9.750 % Second Lien Notes, respectively, plus accrued and unpaid interest, if any, to, but not including, the redemption date upon certain change of control transactions or certain significant acquisitions.

Beginning on December 1, 2025, STG may redeem some or all of the 4.375 % Second-Out Notes at any time or from time to time at the redemption prices set forth in the New Indentures, plus accrued and unpaid interest, if any, to, but not including, the redemption date.

In addition, upon the sale of certain of STG’s assets or certain changes of control, STG may be required to offer to repurchase some or all of the 8.125 % First-Out Notes, 4.375 % Second-Out Notes, and 9.750 % Second Lien Notes.

Since there was no utilization under the First-Out Revolving Credit Facility as of September 30, 2025, STG was not subject to the financial maintenance covenant under the New Credit Agreement.

As of September 30, 2025, the STG first-out first lien leverage ratio was below 3.5 x.

The New Credit Agreement contains other restrictions and covenants with which STG was in compliance as of September 30, 2025.

During the second quarter of 2025, STG repurchased $ 81 million aggregate principal amount of the 5.125 % Senior Notes due 2027 for consideration of $ 77 million.

SBG recognized a gain on extinguishment of the 5.125 % Senior Notes due 2027 of $ 4 million for the nine months ended September 30, 2025.

In October 2025, STG repurchased the remaining $ 89 million aggregate principal amount of the 5.125 % Senior Notes due 2027 for consideration of $ 89 million.

The 5.125 % Senior Notes due 2027 acquired were canceled immediately following their acquisition.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

During the nine months ended September 30, 2024, STG purchased $ 27 million aggregate principal amount of Term Loan B-2 for consideration of $ 25 million.

The portions of Term Loan B-2 purchased were canceled immediately following their acquisition.

SBG recognized a gain on extinguishment of the Term Loan B-2 of $ 1 million for the nine months ended September 30, 2024.

Sinclair Television Group, Inc.

(“STG”), a wholly-owned subsidiary of SBG, is party to two bank credit agreements, the new credit agreement dated February 12, 2025 (the “New Credit Agreement”) and an existing credit agreement that was amended as of February 12, 2025 (the “Amended Credit Agreement).

Since there was no utilization under the First-Out Revolving Credit Facility as of March 31, 2026, STG was not subject to the financial maintenance covenant under the New Credit Agreement.

As of March 31, 2026, the STG first-out first lien leverage ratio was below 3.5 x.

The New Credit Agreement contains other restrictions and covenants with which STG was in compliance as of March 31, 2026.

During the first quarter of 2025, STG completed a series of financing transactions and f or the three months ended March 31, 2025 , recognized a gain on extinguishment of the 4.125 % Senior Secured Notes due 2030 and 5.125 % Senior Notes due 2027 of $ 5 million and $ 3 million, respectively, and a loss on extinguishment of the Term Loan B-2 of $ 6 million.

In April 2026, STG repurchased $ 93 million aggregate principal amount of the Term Loan B-6 and $ 72 million aggregate principal amount of the Term Loan B-7, both at discounts of face value.

Finance Leases to Affiliates

The current portion of notes payable, finance leases, and commercial bank financing in SBG’s consolidated balance sheets includes finance leases to affiliates of $ 3 million as of both September 30, 2025 and December 31, 2024.

Notes payable, finance leases, and commercial bank financing, less current portion, in SBG’s consolidated balance sheets includes finances leases to affiliates of $ 7 million and $ 9 million as of September 30, 2025 and December 31, 2024, respectively.

Notes payable, finance leases, and commercial bank financing, less current portion, in SBG’s consolidated balance sheets includes finance leases to affiliates of $ 6 million as of both March 31, 2026 and December 31, 2025.

Related Person Transactions .

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Debt of Variable Interest Entities and Guarantees of Third-Party Obligations

We provide a guarantee of certain obligations of the Marquee Sports Network (“Marquee”) subject to a maximum aggregate amount of $ 455 million for the years 2025 through 2029.

We accrued $ 15 million related to this obligation for the nine months ended September 30, 2025, included in gain on asset dispositions and other, net in SBG’s consolidated statements of operations.

As of September 30, 2025, $ 8 million of this obligation is reflected in accounts payable and accrued liabilities in SBG’s consolidated balance sheets.

SBG jointly, severally, unconditionally, and irrevocably guaranteed $ 2 million of debt of certain third parties as of December 31, 2025, all of which related to consolidated VIEs and was included in our consolidated balance sheets.

SBG guarantees certain obligations of the Marquee Sports Network (“Marquee”) subject to a maximum aggregate amount of $ 331 million for the years 2026 through 2029.

As of both March 31, 2026 and December 31, 2025, SBG’s estimated obligation was $ 15 million.

Of this estimated obligation, SBG paid $ 5 million during the three months ended March 31, 2026 and $ 10 million during the year ended December 31, 2025.

Commitments and Contingencies for further discussion.

Interest Rate Swap

SBG entered into an interest rate swap effective February 7, 2023 and terminating on February 28, 2026 in order to manage a portion of SBG’s exposure to variable interest rates.

The swap agreement has a notional amount of $ 600 million , bears a fixed interest rate of 3.9 %, and SBG receives a floating rate of interest based on SOFR.

See Hedge Accounting within Note 1.

Nature of Operations and Summary of Significant Accounting Policies for further discussion.

The fair value of the interest rate swap was a liability o f $ 0.1 million as of September 30, 2025, which is recorded in other current liabilities in SBG’s consolidated balance sheets, and an asset of $ 1 million as of December 31, 2024, which is recorded in other assets in SBG’s consolidated balance sheets.

Accounts Receivable Securitization Facility

On November 6, 2025, STG and one of its subsidiaries entered into a three-year , up to $ 375 million revolving accounts receivable securitization facility (the “AR Facility”) with Wells Fargo Bank, N.A., as administrative agent, which matures on November 6, 2028, in order to enable STG to raise incremental, low-cost capital.

Amounts outstanding under the A/R Facility bear interest at SOFR plus 1.25 %.

The total amount outstanding under the A/R Facility was $ 375 million as of both March 31, 2026 and December 31, 2025.

Interest expense related to the A/R Facility was $ 5 million for the three months ended March 31, 2026.

Interest Rate Collar

During the three months ended March 31, 2026, SBG entered into two interest collar agreements in order to manage a portion of SBG’s exposure to variable interest rates.

The activity associated with these agreements was immaterial for the three months ended March 31, 2026.

SINCLAIR BROADCAST GROUP, LLC

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As part of the consent decree, the Company also agreed to implement a four-year compliance plan, which terminated on May 29, 2024.

Two petitions were filed on June 8, 2020 seeking reconsideration of the Order and Consent Decree.

Two petitions were filed on June 8, 2020 seeking reconsideration of the consent decree.

The Company filed an opposition to the petitions on June 18, 2020, and the petitions remain pending.

On January 18, 2024, a motion was filed to request substitution of the petitioner, who is deceased.

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The Company timely filed an opposition to the application for review and the matter remains pending.

On July 1, 2025, the FCC dismissed that petition to deny and granted the applications.

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The Company timely filed an opposition to the application for review and the matter remains pending.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On September 2, 2020, the FCC adopted a Memorandum Opinion and Order and NAL against the licensees of several stations with whom the Company has LMAs, JSAs, and/or SSAs in response to a complaint regarding those stations’ retransmission consent negotiations.

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Department of Justice (“DOJ”) for enforcement of the forfeiture pursuant to Section 504 of the Communications Act.

Our understanding is that enforcement remains pending.

Our understanding is that this matter remains pending.

The Company is not a party to this forfeiture order.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On September 21, 2022, the FCC released an NAL against the licensees of a number of stations, including 83 SBG stations and several stations with whom SBG has LMAs, JSAs, and/or SSAs, for violation of the FCC’s limitations on commercial matter in children’s television programming related to KidsClick network programming distributed by the Company in 2018.

On September 21, 2022, the FCC released an NAL against the licensees of a number of stations, including 83 SBG stations and several stations with whom SBG has LMAs, JSAs, and/or SSAs (or with whom SBG had LMAs, JSAs, and/or SSAs and has since acquired), for violation of the FCC’s limitations on commercial matter in children’s television programming related to KidsClick network programming distributed by the Company in 2018.

The NAL proposed a fine of $ 2.7 million against SBG, and fines ranging from $ 20,000 to $ 26,000 per station for the other licensees, including the LMA, JSA, and/or SSA stations, for a total of $ 3.4 million.

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The plaintiffs are continuing to pursue their claims against the Company and the other non-settling defendants.

The plaintiffs are continuing to pursue their claims against the Company and the other non-settling defendants, and fact discovery closes on June 1, 2026.

On December 6, 2024, the plaintiffs filed a motion seeking sanctions against the Company in connection with the loss of certain cell phone data.

On February 4, 2025, following briefing on that motion, the Court heard arguments and took the motion under advisement.

On February 20, 2025, Special Master Richard Levie issued Report and Recommendation No.

3 addressing plaintiffs’ challenges to certain of defendants’ privilege log entries (“Levie R&R No.

3”), which compelled disclosure of certain documents Sinclair and the other non-settling defendants withheld from discovery based on assertions of privilege.

Sinclair and the other co-defendants filed objections to Levie R&R No.

At a March 18, 2025 status conference, the Court set a tentative trial date of April 1, 2026, and stated its expectations that depositions will resume.

At a Status Conference on October 1, 2025, the Court indicated that it would be setting a new schedule with a trial date occurring after April 1, 2026.

Sinclair and the other parties are awaiting issuance of the new scheduling order.

3 addressing the plaintiffs’ challenges to certain of non-settling defendants’ privilege log entries (“Levie R&R No.

3”), which recommended that the Court compel disclosure of certain documents Sinclair and the other non-settling defendants withheld from discovery based on assertions of privilege.

On October 20, 2025, the Court issued an order adopting Levie R&R No.

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3 made by Sinclair and the other non-settling defendants, compelling the production of 6,313 documents Sinclair withheld as privileged.

On September 29, 2025, Special Master Wayne R.

Andersen issued Report and Recommendation No.

On April 8, 2026, the Company filed a Motion for Reconsideration regarding 519 of these documents.

Special Master Wayne R.

Andersen has addressed the plaintiffs’ remaining challenges to certain of Sinclair’s and other non-settling defendants’ privilege log entries.

On September 29, 2025, Special Master Andersen issued Report and Recommendation No.

3 (“Andersen R&R No.

3”) and on October 23, 2025, Special Master Andersen issued Report and Recommendation No.

on October 23, 2025, Special Master Andersen issued Report and Recommendation No.

6 (“Andersen R&R No.

6”), addressing certain of plaintiffs’ additional challenges to certain of Sinclair’s privilege log entries.

on November 17, 2025, Special Master Andersen issued Report and Recommendation No.

8 (“Andersen R&R No.

3 and Andersen R&R No.

6 each recommended granting in part and denying in part plaintiffs’ challenges.

No party has appealed Andersen R&R No.

on November 18, 2025, Special Master Andersen issued Report and Recommendation No.

9 (“Andersen R&R No.

and on December 16, 2025, Special Master Andersen issued Report and Recommendation No.

13 (“Andersen R&R No.

In each report and recommendation, Special Master Andersen recommended granting in part and denying in part the plaintiffs’ challenges.

No party appealed Andersen R&R No.

3, which compelled the production of two documents Sinclair withheld as privileged.

The plaintiffs filed an objection to Anderson R&R No.

6 on November 6, 2025.

Sinclair intends to file a response in opposition to that objection.

Discovery and the Special Master’s review of plaintiffs’ challenges to the defendants’ privilege claims remain ongoing.

The plaintiffs objected to Andersen R&R No.

6, Andersen R&R No.

8, Andersen R&R No.

9, and Andersen R&R No.

On January 22, 2026, the Court issued an order rejecting plaintiffs’ objections to and adopting Andersen R&R No.

6, Andersen R&R No.

8, and Andersen R&R No.

Andersen R&R No.

6 compelled the production of 252 documents, Andersen R&R No.

8 compelled the production of 79 documents, and Andersen R&R No.

9 compelled the production of 10 documents.

On February 23, 2026, the Court issued an order rejecting plaintiffs’ objections to and adopting Andersen R&R No.

Andersen R&R No.

13 compelled the production of 11 documents.

Andersen R&R Nos.

3, 6, 8, 9, and 13 collectively upheld the Company’s privilege claims over 1,639 documents.

On January 23, 2026, the Court issued a new scheduling order, setting a trial date of November 1, 2027.

The Company continues to believe the lawsuits are without merit and intends to vigorously defend itself against all such claims.

On July 19, 2023, as part of the bankruptcy proceedings of DSG, at such time, an independently managed and unconsolidated subsidiary of Sinclair, DSG and its wholly-owned subsidiary, Diamond Sports Net, LLC, filed a complaint (the “Diamond Litigation”), under seal, in the United States Bankruptcy Court for the Southern District of Texas naming certain subsidiaries of Sinclair, including SBG and STG and certain officers of SBG and STG, as defendants.

The complaint alleged, among other things, that the management services agreement (the “MSA”) entered into by STG and DSG was not fair to DSG and was designed to benefit STG and SBG;

and that certain distributions made by DSG that were used to pay down preferred equity of DSH, were inappropriate and were conducted at a time when DSG was insolvent.

The plaintiffs sought, among other relief, avoidance of fraudulent transfers and unlawful distributions, and unspecified monetary damages to be determined.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

On March 1, 2024, the court approved a global settlement and release of all claims associated with the Diamond Litigation, which settlement included an amendment to the MSA.

Sinclair entered into the settlement, without admitting any fault or wrongdoing.

A dditionally, under the terms of the settlement, Sinclair would provide transition services to DSG to allow DSG to become a self-standing entity going forward.

During the first quarter of 2024, SBG paid $ 50 million related to the settlement.

The final settlement payment was made during the second quarter of 2024 and of the total $ 495 million settlement amount paid, $ 347 million was paid by STG and $ 148 million was paid by Sinclair Ventures, LLC (“Ventures”).

On January 2, 2025, DSG announced that it had emerged from bankruptcy, at which time, SBG’s equity interest in DSG was terminated.

SBG has provided a guarantee that requires SBG to provide funding to Marquee.

SBG has provided a guarantee that requires SBG to provide funding to Marquee under certain circumstances.

On July 19, 2024, Marquee sent SBG a funding notice seeking $ 29 million under the Marquee guarantee by August 1, 2024 purportedly to make payments under certain agreements to affiliates of the Chicago Cubs, an affiliate of which is also a co-owner of Marquee.

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however, the maximum obligation under the guarantee agreement was reduced.

As a result of the execution of this binding term sheet, SBG has concluded that SBG’s obligation to pay under a portion of the guarantee is probable and the loss related thereto could be reasonably estimated, thus recorded an estimated obligation related to this arrangement during the nine months ended September 30, 2025 (as further discussed in Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing ).

Notes Payable, Finance Leases, and Commercial Bank Financing for further information.

Because loss contingencies are inherently unpredictable and unfavorable developments can occur, the assessment requires judgment about future events.

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SBG measures segment performance based on operating income (loss).

For the quarter ended September 30, 2025, SBG had one reportable segment:

For the quarter ended March 31, 2026, SBG had one reportable segment:

The local media segment includes SBG’s television stations, original networks, and content and provides these through free over-the-air programming to television viewing audiences for stations in markets located throughout the continental United States, as well as distributes the content of these stations to MVPDs for distribution to their customers in exchange for contractual fees.

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Segment financial information is included in the following tables for the periods presented (in millions):

As of September 30, 2025 Local Media Corporate Consolidated

As of March 31, 2026 Local Media Corporate Consolidated

Assets $ 4,537 $ 59 $ 4,596

For the three months ended September 30, 2025 Local Media Corporate Consolidated

For the three months ended March 31, 2026 Local Media

Revenue $ 701

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Loss before income taxes $ ( 46 )

For the nine months ended September 30, 2025 Local Media Corporate Consolidated

For the three months ended March 31, 2025 Local Media

Revenue $ 694

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Corporate general and administrative expenses 37

(Gain) loss on asset dispositions and other, net ( 23 ) 15 ( 8 )

Loss on asset dispositions and other, net 8

Other segment items (a) 2

Operating income (loss) $ 104 $ ( 15 ) $ 89

Operating income $ 12

Interest expense including amortization of debt discount and deferred financing costs $ 144

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Loss before income taxes $ ( 127 )

(a) Other segment items relate primarily to non-media expenses.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

For the three months ended September 30, 2024 Local Media Consolidated

Revenue $ 845 $ 845

Media programming and production expenses 384 384

Media selling, general and administrative expenses 188 188

Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 58 58

Amortization of program costs 18 18

Corporate general and administrative expenses 24 24

Gain on asset dispositions and other, net ( 11 ) ( 11 )

Other segment items (a) 2 2

Operating income $ 182 $ 182

Interest expense including amortization of debt discount and deferred financing costs $ 78 $ 78

Other income, net 3 3

Income before income taxes $ 107

For the nine months ended September 30, 2024 Local Media Corporate Consolidated

Revenue $ 2,322 $ — $ 2,322

Media programming and production expenses 1,149 — 1,149

Media selling, general and administrative expenses 549 — 549

Depreciation of property and equipment and amortization of definite-lived intangibles and other assets 174 — 174

Amortization of program costs 55 — 55

Corporate general and administrative expenses 94 6 100

Gain on asset dispositions and other, net ( 11 ) — ( 11 )

Other segment items (a) 6 — 6

Operating income (loss) $ 306 $ ( 6 ) $ 300

Interest expense including amortization of debt discount and deferred financing costs $ 230 $ — $ 230

Gain on extinguishment of debt 1 — 1

Other income, net 36 — 36

Income before income taxes $ 107

(a) Other segment items relate primarily to non-media expenses.

VARIABLE INTEREST ENTITIES:

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The fees paid between SBG and the licensees pursuant to these arrangements are eliminated in consolidation.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

The carrying amounts and classification of the assets and liabilities of the VIEs mentioned above, which have been included in SBG’s consolidated balance sheets as of the dates presented, were as follows (in millions):

As of September 30,

As of March 31,

2026 As of December 31,

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The amounts above represent the combined assets and liabilities of the VIEs described above, for which SBG is the primary beneficiary.

The assets of each of these consolidated VIEs can only be used to settle the obligations of the VIE.

As of September 30, 2025, all of the liabilities are non-recourse to SBG except for the debt of certain VIEs.

As of March 31, 2026, all of the liabilities are non-recourse to SBG except for the debt of certain VIEs.

See Debt of Variable Interest Entities and Guarantees of Third-Party Obligations under Note 3.

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The risk and reward characteristics of the VIEs are similar.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

RELATED PERSON TRANSACTIONS:

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Certain assets used by SBG and SBG’s operating subsidiaries are leased from entities owned by the Sinclair controlling shareholders.

Lease payments made to these entities were $ 2 million for both the three months ended March 31, 2026 and 2025.

For further information, see Note 3.

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SBG leases aircraft owned by certain Sinclair controlling shareholders.

For all leases, SBG incurred expenses of $ 0.2 million for the nine months ended September 30, 2025 and less than $ 0.1 million and $ 0.1 million for the three and nine months ended September 30, 2024, respectively.

For all leases, SBG incurred expenses of $ 0.2 million for the three months ended March 31, 2025.

The Baltimore Sun .

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STG has entered into agreements with The Baltimore Sun to provide independent contractor services, sales representation, news resource sharing, and content sharing.

In relation to these agreements, SBG recorded revenue of $ 0.3 million for both the three and nine months ended September 30, 2025.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In relation to these agreements, SBG recorded revenue of $ 0.2 million for the three months ended March 31, 2026.

Atlantic Automotive Corporation .

SBG sells advertising time to Atlantic Automotive Corporation ("Atlantic Automotive"), a holding company that owns automobile dealerships and an automobile leasing company.

David Smith has a controlling interest in, and is a member of the board of directors of, Atlantic Automotive.

SBG received payments for advertising totaling less than $ 0.1 million for both the three months ended March 31, 2026 and 2025.

Cunningham Broadcasting Corporation

Cunningham owns a portfolio of television stations, including:

As of March 1, 2026, Cunningham owns a portfolio of television stations, including:

WNUV-TV Baltimore, Maryland;

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WBSF-TV Flint, Michigan;

WGTU-TV/WGTQ-TV Traverse City/Cadillac, Michigan;

WEMT-TV Tri-Cities, Tennessee;

WYDO-TV Greenville, North Carolina;

KBVU-TV/KCVU-TV Eureka/Chico-Redding, California;

WPFO-TV Portland, Maine;

KRNV-DT/KENV-DT Reno, Nevada/Salt Lake City, Utah;

and KTXD-TV in Dallas, Texas (collectively, the “Cunningham Stations”).

Certain of SBG’s stations provide services to the Cunningham Stations pursuant to LMAs or JSAs and SSAs.

Certain of SBG’s stations provide services to certain Cunningham Stations pursuant to LMAs or JSAs and SSAs.

Variable Interest Entities , for further discussion of the scope of services provided under these types of arrangements.

All of the non-voting stock of the Cunningham Stations is owned by trusts for the benefit of the children of the Sinclair controlling shareholders.

SBG consolidates certain subsidiaries of Cunningham with which SBG has variable interests through various arrangements related to the Cunningham Stations.

The agreements with KRNV-DT/KENV-DT, WBSF-TV and WDBB-TV expire between November 2029 and April 2030 and certain stations have renewal provisions for successive eight-year periods.

On March 1, 2026, SBG exercised purchase options for WGTU-TV/WGTQ-TV Traverse City/Cadillac, Michigan;

WEMT-TV Tri-Cities, Tennessee;

WYDO-TV Greenville, North Carolina;

KBVU-TV/KCVU-TV Eureka/Chico-Redding, California;

and WPFO-TV Portland, Maine (collectively, the “Purchased Stations”) and these stations are now owned and operated by SBG.

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A portion of the fee is required to be applied to the purchase price to the extent of the 6 % increase.

The cumulative prepayments made under these purchase agreements were $ 72 million and $ 69 million as of September 30, 2025 and December 31, 2024, respectively.

The remaining aggregate purchase price of these stations, net of prepayments, as of both September 30, 2025 and December 31, 2024, was approximately $ 54 million.

The cumulative prepayments made under these purchase agreements were $ 74 million and $ 73 million as of March 31, 2026 and December 31, 2025, respectively.

The remaining aggregate purchase price of these stations, net of prepayments, as of both March 31, 2026 and December 31, 2025, was approximately $ 54 million.

Additionally, SBG provides services to WDBB-TV pursuant to an LMA, which expires April 22, 2030, and has a purchase option to acquire for $ 0.2 million.

SBG paid Cunningham, under these agreements, $ 3 million and $ 9 million for the three and nine months ended September 30, 2025, respectively, and $ 3 million and $ 9 million for the three and nine months ended September 30, 2024, respectively.

Under these agreements, SBG paid Cunningham $ 3 million for both the three months ended March 31, 2026 and 2025.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

As SBG consolidates the licensees as VIEs, the amounts SBG earns or pays under the arrangements are eliminated in consolidation and the gross revenue of the stations are reported in SBG’s consolidated statements of operations.

SBG’s consolidated revenue includes $ 33 million and $ 97 million for the three and nine months ended September 30, 2025, respectively, and $ 41 million and $ 109 million for the three and nine months ended September 30, 2024, respectively, related to the Cunningham Stations.

SBG has an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which Cunningham has an LMA that expires in December 2025.

SBG’s consolidated revenue includes $ 4 million and $ 34 million for the three months ended March 31, 2026 and 2025, respectively, related to the Cunningham Stations, and, prior to March 1, 2026, the Purchased Stations.

SBG has an agreement with Cunningham to provide master control equipment and provide master control services to a station in Johnstown, PA with which Cunningham has an LMA, that is operating on a month-to-month term until either party provides notice of termination.

Under the agreement, Cunningham paid SBG an initial fee of $ 1 million and pays SBG $ 0.3 million annually for master control services plus the cost to maintain and repair the equipment.

In addition, SBG has an agreement with Cunningham to provide a news share service with the Johnstown, PA station for an annual fee of $ 0.6 million, which increases by 2 % on each anniversary and expires in November 2028.

SBG has multi-cast agreements with Cunningham Stations in the Eureka/Chico-Redding, California;

Tri-Cities, Tennessee;

Anderson, South Carolina;

SBG has multi-cast agreements with Cunningham Stations in the Anderson, South Carolina;

Baltimore, Maryland;

Portland, Maine;

Charleston, West Virginia;

Dallas, Texas;

and Dallas, Texas markets and, prior to March 1, 2026, with stations in the Eureka/Chico-Redding, California;

Tri-Cities, Tennessee;

Portland, Maine;

and Greenville, North Carolina markets.

In exchange for carriage of these networks in their markets, SBG paid $ 0.3 million and $ 1 million for the three and nine months ended September 30, 2025, respectively, and $ 0.2 million and $ 1 million for the three and nine months ended September 30, 2024, respectively, under these agreements.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

In exchange for carriage of these networks in their markets, SBG paid $ 0.3 million for both the three months ended March 31, 2026 and 2025 under these agreements.

All of the non-voting stock of the Cunningham Stations is owned by trusts for the benefit of the children of the Sinclair controlling shareholders.

SBG consolidates certain subsidiaries of Cunningham with which SBG has variable interests through various arrangements related to the Cunningham Stations.

WG Communications Group

The wife of Robert Weisbord, SBG’s Chief Operating Officer and President of Local Media, has an ownership interest in WG Communications Group (“WGC”).

SBG received revenue from advertisers represented by WGC of $ 0.1 million and $ 0.2 million for the three and nine months ended September 30, 2025, respectively, and $ 0.1 million and $ 0.2 million for the three and nine months ended September 30, 2024, respectively, and made payments to WGC of less than $ 0.1 million for all of the nine months ended September 30, 2025 and three and nine months ended September 30, 2024.

SBG received revenue from advertisers represented by WGC of less than $ 0.1 million and $ 0.1 million for the three months ended March 31, 2026 and 2025, respectively, and made payments to WGC of less than $ 0.1 million for the three months ended March 31, 2025.

Sinclair, Inc.

Sinclair is the sole member of SBG.

SBG recorded revenue of $ 3 million and $ 8 million for the three and nine months ended September 30, 2025, respectively, and $ 3 million and $ 8 million for the three and nine months ended September 30, 2024, respectively, related to sales services provided by SBG to Sinclair, and certain of its direct and indirect subsidiaries.

SBG recorded expenses of $ 5 million and $ 14 million for the three and nine months ended September 30, 2025, respectively, and $ 4 million and $ 9 million for the three and nine months ended September 30, 2024, respectively, related to digital advertising services provided by Sinclair, and certain of its direct and indirect subsidiaries, to SBG.

SBG made net cash distributions of $ 77 million and $ 160 million to Sinclair, and certain of its direct and indirect subsidiaries, for the three and nine months ended September 30, 2025, respectively.

SBG made net cash distributions of $ 85 million and $ 13 million to Sinclair, and certain of its direct and indirect subsidiaries, for the three and nine months ended September 30, 2024, respectively.

As of September 30, 2025 and December 31, 2024, SBG had a payable to Sinclair, and certain of its direct and indirect subsidiaries, of $ 5 million and $ 3 million, respectively, included within other current liabilities in SBG’s consolidated balance sheets.

SBG recorded revenue of $ 3 million for the three months ended March 31, 2026 and $ 3 million for the three months ended March 31, 2025 related to sales services provided by SBG to Sinclair, and certain of its direct and indirect subsidiaries.

SBG recorded expenses of $ 8 million for the three months ended March 31, 2026 and $ 4 million for the three months ended March 31, 2025 related to digital advertising services provided by Sinclair, and certain of its direct and indirect subsidiaries, to SBG.

SBG made net cash distributions of $ 45 million to Sinclair, and certain of its direct and indirect subsidiaries, for the three months ended March 31, 2026.

SBG made net cash distributions of $ 46 million to Sinclair, and certain of its direct and indirect subsidiaries, for the three months ended March 31, 2025.

As of March 31, 2026 SBG had a payable to Sinclair, and certain of its direct and indirect subsidiaries, of $ 1 million, included within other current liabilities in SBG’s consolidated balance sheets.

As of December 31, 2025, SBG had a receivable from Sinclair, and certain of its direct and indirect subsidiaries, of $ 1 million, included within prepaid expenses and other current assets in SBG’s consolidated balance sheets.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Jason Smith, an employee of SBG, is the son of Frederick Smith, who is a Vice President of SBG and a member of SBG’s Board of Managers.

Ethan White, an employee of SBG, is the son-in-law of J.

Duncan Smith, who is a Vice President of SBG and a member of SBG’s Board of Managers.

Ethan White received total compensation of $ 0.1 million for both the three months ended September 30, 2025 and 2024 and $ 0.2 million for both the nine months ended September 30, 2025 and 2024, consisting of salary, and was granted 3,244 and 1,503 shares of restricted stock, vesting over two years , for the nine months ended September 30, 2025 and 2024, respectively.

Ryan McCoy, an employee of SBG, is the son-in-law of J.

Duncan Smith.

Ryan McCoy received total compensation of less than $ 0.1 million for both the three months ended March 31, 2026 and 2025, consisting of salary.

Amberly Thompson, an employee of SBG, is the daughter of Donald Thompson, who is an Executive Vice President and Chief Human Resources Officer of SBG.

SINCLAIR BROADCAST GROUP, LLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

Frederick Smith is the brother of David Smith, Executive Chairman of SBG and a member of SBG’s Board of Managers;

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Duncan Smith.

Frederick Smith received total compensation of $ 0.2 million for both the three months ended March 31, 2026 and 2025, consisting of salary and bonus.

Duncan Smith is the brother of David Smith, Frederick Smith, and Robert Smith.

Duncan Smith received total compensation of $ 0.2 million for both the three months ended March 31, 2026 and 2025, consisting of salary and bonus.

SINCLAIR BROADCAST GROUP, LLC

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The following table sets forth the face value and fair value of SBG’s financial assets and liabilities for the periods presented (in millions):

As of September 30, 2025 As of December 31, 2024

As of March 31, 2026 As of December 31, 2025

Face Value Fair Value Face Value Fair Value

Money market funds N/A $ 252 N/A $ 352

Interest rate swap (a) N/A — N/A 1

9.750 % Second Lien Senior Secured Notes due 2033 (c)

9.750 % Second Lien Senior Secured Notes due 2033

$ 432 477 $ 432 474

8.125 % First-Out First Lien Secured Notes due 2033 (c)

8.125 % First-Out First Lien Secured Notes due 2033

1,430 1,454 1,430 1,496

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485 420 485 440

5.125 % Senior Notes due 2027 (c)

4.375 % Second-Out First Lien Secured Notes due 2032

238 184 238 189

4.375 % Second-Out First Lien Secured Notes due 2032 (c)

4.125 % Senior Secured Notes due 2030 (c)

4.125 % Unsecured Notes due 2030 (c)

Term Loan B-2, due September 30, 2026 (c) — — 1,175 1,160

Term Loan B-3, due April 1, 2028 (c) 3 2 714 575

Term Loan B-4, due April 21, 2029 (c) — — 731 589

Term Loan B-6, due December 31, 2029 (c) 708 630 — —

Term Loan B-7, due December 31, 2030 (c) 728 648 — —

Debt of variable interest entities (b) 6 6 7 7

4.125 % Unsecured Notes due 2030

Term Loan B-3, due April 1, 2028 3 2 3 2

Term Loan B-6, due December 31, 2029 704 630 706 642

Term Loan B-7, due December 31, 2030 724 554 726 653

A/R Facility 375 375 375 375

Debt of variable interest entities (a) 2 2 6 6

N/A - Not applicable

(a) T he fair value of the interest rate swap was a liability as of September 30, 2025 and an asset as of December 31, 2024.

For further information, s ee Hedge Accounting within Note 1.

Nature of Operations and Summary of Significant Accounting Policies and Interest Rate Swap within Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing.

(b) Amounts are carried in SBG’s consolidated balance sheets net of debt discount and deferred financing cost, which are excluded in the above table, of $ 56 million and $ 36 million as of September 30, 2025 and December 31, 2024, respectively.

(c) STG completed a series of financing transactions, including a new money financing and debt recapitalization, during the nine months ended September 30, 2025.

In October 2025, STG repurchased the remaining $ 89 million aggregate principal amount of the 5.125 % Senior Notes due 2027 .

For further information, see Note 3.

Notes Payable, Finance Leases, and Commercial Bank Financing .

(a) Amounts are carried in SBG’s consolidated balance sheets net of debt discount and deferred financing cost, which are excluded in the above table, of $ 53 million and $ 55 million as of March 31, 2026 and December 31, 2025, respectively.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements