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DATE

Wednesday, February 25, 2026 at 4:30 p.m. ET

CALL PARTICIPANTS

  • President and Chief Executive Officer — Christopher S. Ripley
  • Executive Vice President and Chief Financial Officer — Narinder Sahai
  • Chief Operating Officer and President of Local Media — Robert D. Weisbord
  • Vice President, Investor Relations — Christopher King

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TAKEAWAYS

  • Total Revenue -- $836 million for the quarter, reflecting a decline from $1.0 billion due to a cyclical fall in political revenue.
  • Adjusted EBITDA -- $168 million for the quarter, down from $330 million the prior year but exceeding the high end of internal guidance.
  • Core Advertising Revenue -- $354 million for the quarter, representing 14% year-over-year growth on an as-reported basis; pro forma core advertising growth was 5%.
  • Political Advertising Revenue -- $14 million in the quarter, compared to $203 million the prior year, reflecting the non-election quarter dynamic.
  • Distribution Revenue -- $438 million for the quarter, down 1% year over year, primarily due to the sale of all markets to RimCom.
  • Local Media Segment Revenue -- $734 million for the quarter, with core advertising revenue at $312 million (up 4% as reported, 6% pro forma), and distribution revenue at $384 million (down 2% as reported, 1% pro forma).
  • Local Media Adjusted EBITDA -- $153 million for the quarter, a decline year over year that was "less than the year over year political revenue reduction" due to cost management.
  • Tennis Segment Revenue -- $62 million for the quarter (up from $57 million), with core advertising revenue up 20% and distribution revenue up 10% (driven by a 25% increase in direct-to-consumer subscribers).
  • Tennis Channel 2 Engagement -- Minutes viewed increased by 12%, with household and total viewer ratings up 8%.
  • Tennis Segment Adjusted EBITDA -- $21 million for the quarter, up 10% year over year, reflecting lower production expenses and revenue growth.
  • Ventures Cash Distributions -- $104 million for the full year, including $75 million from the sale of three residential properties; cash at Ventures ended at $465 million.
  • Portfolio Acquisitions -- Closed on 15 partner station acquisitions to date, with almost all optimization expected by midyear.
  • Annualized Run-rate Synergies -- Approximately $30 million expected by 2026 from JSA and LMA buy-ins, with 70% of synergy already achieved and partial inclusion in guidance.
  • Debt and Liquidity Position -- Total consolidated debt at $4.4 billion; $866 million in cash ($401 million at STG, $465 million at Ventures); total liquidity about $1.5 billion.
  • Debt Schedule Update -- Nearest significant maturity is now December 2029, following refinancing and retirement of the last $89 million of 2027 notes.
  • Capital Expenditures -- $19 million in the quarter and anticipated annual 2026 guidance of $75 million–$80 million, flat with prior year and focused on maintenance and technology investments.
  • 2026 Guidance -- Company expects revenue of $3.4 billion–$3.54 billion, distribution revenue of $1.72 billion–$1.79 billion, core advertising revenue of $1.26 billion–$1.30 billion, political advertising revenue of at least $333 million, and Adjusted EBITDA of $700 million–$740 million.
  • Core Advertising Drivers -- Growth in the quarter driven by strong demand for live sports and incremental digital revenue from the Digital Remedy acquisition; advertisers showing growing preference for live engagement and scale offered by broadcast.
  • Subscriber Churn Trend -- Early signs of stabilization in MVPD subscriber declines, with some partners reporting modest net additions and positive outlook for distribution revenue visibility.
  • Regulatory Context -- FCC proceedings are pending on ownership, ATSC 3.0 rollout, network affiliation agreements, and sports rights; company described overall regulatory tone as "supportive" and expects possible FCC decision on ATSC 3.0 within six to nine months.

SUMMARY

The call detailed a significant decline in total and segment revenue, mainly attributed to the sharp drop in political advertising revenue compared with the prior year's election cycle. Management emphasized notable year-over-year core advertising growth, driven by expanded live sports programming and the firm's acquisition of Digital Remedy. Executives reported that MVPD subscriber churn is showing early signs of stabilization, enhancing long-term distribution revenue outlook. The company completed 15 partner station acquisitions as part of a portfolio optimization process expected to largely conclude by midyear. Updated debt actions extended maturities to 2029, supporting management's stated focus on deleveraging. Ventures generated $104 million in annual cash distributions, primarily from real estate exits, resulting in a strong cash position to support separation planning and further acquisitions.

  • Chief Executive Officer Ripley said, "Deleveraging remains our top priority, and we expect cash generation from 2026 through 2028 to support that objective."
  • The company expects full-year 2026 political advertising revenue to meet or exceed $333 million, with competitive markets in North Carolina, Maine, Michigan, Nevada, Ohio, and Texas cited as contributors.
  • Management stated that approximately 70% of the $30 million synergy target from JSA and LMA buy-ins has already been achieved, with remaining benefits expected by 2026.
  • Company noted that regulatory changes from the FCC—including reconsideration of national ownership cap and multicast rules—may enable additional consolidation and further portfolio optimization.
  • Executives highlighted active strategic review and expressed interest in station assets potentially divested as a result of the Nexstar–TEGNA merger, particularly to create new duopolies in existing markets.
  • Narinder Sahai said, "will be hard to get a good read on because MVPDs will be so big in that quarter, given all the programming that they had, like the Olympics and Super Bowl."

INDUSTRY GLOSSARY

  • MVPD: Multichannel Video Programming Distributor, referring to cable, satellite, or virtual TV providers that aggregate content for subscribers.
  • JSA: Joint Sales Agreement, a contractual arrangement allowing one broadcaster to manage advertising sales for another station in the same market.
  • LMA: Local Marketing Agreement, a contract under which a station owner permits another broadcaster to program and operate the station while retaining ownership of the license.
  • ATSC 3.0: Advanced television broadcast standard that increases spectral efficiency, supports new revenue streams, and enables improved video quality for broadcasters.

Full Conference Call Transcript

Christopher King: Thank you. Good afternoon, everyone, and thank you for joining Sinclair, Inc.'s fourth quarter 2025 earnings conference call. Joining me on the call today are Christopher S. Ripley, our President and Chief Executive Officer, Narinder Sahai, our Executive Vice President and Chief Financial Officer, and Robert D. Weisbord, our COO and President of Local Media. Before we begin, I want to remind everyone that slides for today's earnings call are available on our website, sbgi.net, on the Events and Presentations page of the investor relations portion of the site. A webcast replay will remain available on our website until our next quarterly earnings release.

Certain matters discussed on this call may include forward-looking statements regarding, among other things, future operating results. Such statements are subject to several risks and uncertainties. Actual results in the future could differ from those described in the forward-looking statements because of various important factors. Such factors have been set forth in the company's most recent reports as filed with the SEC and included in our fourth quarter earnings release. The company undertakes no obligation to update these forward-looking statements. Included on the call will be a discussion of non-GAAP financial measures, specifically Adjusted EBITDA. These measures are not formulated in accordance with GAAP, are not meant to replace GAAP measurements, and may differ from other companies' uses or formulations.

Further discussions and reconciliations of the company's non-GAAP financial measures to comparable GAAP financial measures can be found on our website. Please note that unless otherwise noted, all year-over-year comparisons throughout today's call are presented on an as-reported basis. Let me now turn the call over to Christopher S. Ripley.

Christopher S. Ripley: Thank you, Chris, and good morning, everyone. Let me begin on slide three with a look at what we accomplished in 2025. This was a year defined by disciplined execution, meaningful simplification of the portfolio, and a deliberate positioning of the company for stronger performance in 2026 and beyond. First, we delivered strong financial results. For the year, total revenue was $3.2 billion and Adjusted EBITDA was $483 million, both above the midpoint of our guidance. In the fourth quarter, we generated total revenue of $836 million and Adjusted EBITDA of $168 million. Importantly, we saw encouraging trends in our core advertising business.

Core advertising grew 14% year over year in the fourth quarter, and we are beginning to see early signs of churn stabilization across key MVPD partners. That progress reflects both improving operational execution and the durability of our local content portfolio. Within Ventures, the portfolio generated $100 million of cash distributions during the year, and we ended 2025 with $465 million of cash at Ventures. That liquidity provides flexibility as we move forward with our Ventures separation planning. Beyond financial performance, we took concrete steps to optimize our portfolio. We are progressing on a strategic review of the broadcast business to ensure we are maximizing long-term shareholder value.

At the same time, we began planning and preparing for potential separation of Ventures. We also continue to expect approximately $30 million in annualized run-rate synergies by 2026 related to the JSA and LMA buy-ins, reinforcing the long-term earnings power of the core business. We have closed on 15 partner station acquisitions to date and anticipate almost all of the optimization process to be completed by midyear. And finally, we strengthened our balance sheet and created a deleveraging runway. During the year, we completed a comprehensive debt refinancing in February, retired the final $89 million of our 2027 notes in October, and established a $375 million accounts receivable facility in November.

As a result, our nearest debt maturity is now December 2029. We ended the year with total debt of $4.4 billion, total liquidity of approximately $1.5 billion, and total cash of $866 million. Deleveraging remains our top priority, and we expect cash generation from 2026 through 2028 to support that objective. Taken together, 2025 was a year of strong execution and structural progress, positioning Sinclair, Inc. with improved flexibility, enhanced focus, and a solid foundation as we enter 2026.

Turning to slide four. I would like to provide an update on the current regulatory landscape. The industry is awaiting several important decisions that are now in front of the Federal Communications Commission. At the same time, the broader environment remains constructive for local broadcasters, and we continue to feel optimistic about the direction of significant issues. Starting with ownership, FCC Chairman Carr has repeatedly indicated support for modernizing what many consider outdated national ownership rules. President Trump also expressed support for lifting the national ownership cap to facilitate transactions for local broadcasters. We believe there is growing recognition that the regulatory framework should better reflect today's competitive media landscape.

Our ability to provide the impactful local journalism that our communities rely on hinges on these reforms. With respect to ATSC 3.0 transition, the FCC's proceeding on accelerating the rollout remains pending. The Commission is reviewing the record, and a final decision is possible within the next six to nine months. Advancing 3.0 remains important to the industry as it enhances spectral efficiency and enables new revenue streams for broadcasters over time. The Eighth Circuit's decision vacated the top-four prohibition, and the FCC is approving transactions pursuant to that ruling. In addition, the owners' multicast rules were vacated and broadcasters are now again allowed to place a second top-four station on a multicast channel.

Also, as part of the FCC's quadrennial review, the Commission is reviewing the potential to allow more than two stations to be owned by the same broadcaster in the same market, thus potentially creating even more opportunities for portfolio optimization. In addition, the FCC proceeding regarding network affiliation agreements is still open. The FCC is reviewing the issue, and there has been no indication of timing or ultimate resolution. We remain engaged in that process and continue to believe that policies that strengthen local broadcasters are essential. Lastly, late this afternoon, the FCC launched an inquiry seeking public comment on the sports media marketplace, specifically examining how streaming exclusives affect consumers, broadcasters, and free over-the-air access.

We applaud the inquiry on TV sports rights. Sports programming has long supported localism and local news, and we believe the Commission is asking the right questions in this new inquiry. In summary, while several items remain in process, the overall regulatory tone is supportive, and we believe the environment presents meaningful opportunity for the industry over time.

Turning to Ventures. We continue to manage the portfolio with a clear focus on disciplined capital allocation and liquidity. In the fourth quarter, Ventures generated $86 million of cash distributions, bringing the full-year total to $104 million. Included in these distributions are exit proceeds from three residential apartment complexes generating $75 million. These distributions reflect ongoing minority exits and attractive portfolio management, and they demonstrate our ability to monetize investments while preserving upside in the broader portfolio. At the same time, we remain selective on new capital deployment. We made incremental investments of $25 million in the fourth quarter and $50 million for the full year. That measured pace reflects our disciplined underwriting standards and our commitment to prioritizing returns and balance sheet flexibility. We ended the year with $465 million in cash and cash equivalents at Ventures. That strong liquidity position provides optionality as we advance separation planning and continue to evaluate capital allocation opportunities. Overall, Ventures continues to generate meaningful cash while maintaining a solid capital base, positioning the portfolio to support shareholder value creation going forward. Building on that performance, slide six highlights how the portfolio itself is evolving, with over half of the minority investment portfolio now in cash. Our strategy continues to shift from passive minority investments towards majority-controlled operating businesses. The objective is straightforward: greater operational influence, stronger alignment with long-term value creation, and improved visibility into earnings and cash flow. As part of that transition, during the quarter, we initiated a process to monetize select legacy private equity and venture capital fund positions through secondary market transactions. This represents a deliberate step in repositioning the portfolio and reallocating capital towards areas where we can drive more direct impact. At the same time, we are actively developing a pipeline of acquisition opportunities. Our focus remains on control investments in businesses characterized by durable demand, recurring or nondiscretionary revenue streams, and strong free cash flow conversion.

Collectively, these actions reflect a portfolio that is becoming more focused, more strategic, and increasingly aligned with our long-term objectives. With that, I will turn the call over to Robert to walk through our operational highlights.

Robert D. Weisbord: Thank you, Chris, and good afternoon, everyone. Let me walk you through our operational performance and how we are positioned heading into 2026 on slide seven. We delivered solid growth in core advertising, with fourth quarter core revenue up 14% year over year, driven by strength across most major categories and boosted by our acquisition of Digital Remedy. Advertisers continue to prioritize platforms that provide scale, interactivity, and live engagement. And broadcast consistently delivers on those attributes. That performance is supported by the continued strength of broadcast audiences, particularly around live sporting events. In 2025, 48 of the top 50 most-watched telecasts aired on broadcast television, and 96 of the top 100 were live sporting events.

As the sports leagues prioritize maximizing fan engagement and broadening their audience, broadcast television remains the most powerful platform for delivering both unmatched national scale and deep local market penetration. These points are emphasized by the NBA returning to NBC beginning with the 2025–2026 season and MLB returning Sunday Night Baseball back to NBC in 2026. Those figures and new rights deals reinforce a clear message: broadcast remains the dominant platform for live, real-time viewing on a national scale. On the distribution side, we are beginning to see signs of stabilization in industry subscriber trends.

While traditional pay TV has faced sustained churn over the past several years, recent data from the MVPD partners suggests moderating losses and, in some cases, modest net additions. Early evidence indicates that bundling strategies, especially those pairing linear video with streaming services, may be improving the overall consumer value proposition. The potential of stabilizing subscriber trends is meaningful for our business. Distribution revenue remains a significant, recurring component of the broadcast model, and improved churn dynamics support greater long-term visibility and resilience in that revenue stream. Beyond linear, we continue to see engagement growth across podcast and social platforms.

We recently added a new podcast to our national lineup, expanding into the NBA with our Cousins podcast, hosted by NBA Hall of Famers and real-life cousins, Vince Carter and Tracy McGrady. This addition further strengthens our portfolio of professional sports content. As we broaden our audience touch points, we are also extending our brands into live in-person experiences. Recent activations, including the Tailgate Tour and The Plot, demonstrate our ability to engage audiences beyond traditional broadcast, while creating meaningful opportunities for advertising partners to engage with their consumers.

Our next activation will be at the World Cup, hosted by Unfiltered Soccer stars Landon Donovan and Tim Howard, who have among the most national soccer team appearances of any U.S. players. Now looking ahead, 2026 is shaping up to be a strong year for live sports, with the Winter Olympics delivering record ratings, up over 90% versus the 2022 games, and a record number of FIFA World Cup matches scheduled for broadcast television. These additional events come alongside continued strength in NFL and college football programming, and we look forward to the College Football Championships moving back to ABC next year.

In addition, in December, Sinclair, Inc. launched Amazing America 250: From Neighborhood to Nature, a multiplatform celebration of U.S. history, culture, innovation, and community spirit. In combination, these marquee events reinforce the long-term value of broadcast by driving reach, ratings, and premium advertising demand. As Narinder will discuss in a moment, we anticipate 2026 being a record year for our political revenues in a midterm election cycle, exceeding our 2022 political revenues. In summary, Sinclair, Inc. continues to execute well on its core broadcast business as the industry prepares for further consolidation. Broadcast's differentiated revenue streams remain durable, strengthening in years like these as we enter a political- and sports-heavy 2026.

And both ratings and subscriber trends are showing positive momentum heading into the new year. With that, I will turn the call over to Narinder to discuss the financial results in more detail.

Narinder Sahai: Thank you, Rob, and good afternoon, everyone. Turning to slide eight. Our fourth quarter results exceeded the midpoint of guidance across the total company and our Local Media and Tennis reporting segments, with Adjusted EBITDA coming in above the high end of our ranges across all three. At the total company level, revenue was $836 million, above the midpoint of our guidance range. This performance was supported by distribution revenue of $438 million as subscriber churn moderated across key MVPD partners. Core advertising revenue of $354 million reflected solid demand across most major categories and continued strength in live sports, including the NFL and college football. Adjusted EBITDA was $168 million, exceeding the high end of our guidance range.

This outperformance reflects both revenue strength and continued disciplined cost management initiatives during the quarter. In the Local Media segment, total revenue of $734 million benefited from the same distribution and advertising trends we just discussed. Distribution revenue of $384 million and core advertising revenue of $312 million both exceeded the midpoint of our guidance range. Segment Adjusted EBITDA of $153 million comfortably beat the high end of guidance, demonstrating solid cost management on the revenue outperformance. Within the Tennis segment, total revenue of $62 million was above the midpoint of guidance, and Adjusted EBITDA of $21 million exceeded the high end of the $12 million to $15 million range, reflecting continued expense discipline and steady performance during the quarter.

Capital expenditures on a consolidated basis were $19 million, consistent with prior-year levels and in line with the midpoint of our $18 million to $20 million guidance range. Overall, the quarter reflects strong execution, improving subscriber trends, healthy advertising demand, and prudent cost management across the company.

Continuing to slide nine, I will walk through our year-over-year performance for the fourth quarter across the total company and each segment. At the total company level, revenue declined to $836 million from $1.0 billion in the prior-year quarter. As expected, the primary driver for the year-over-year change was political revenue. In 2024, we generated $203 million of political revenue compared to $14 million this quarter, reflecting the shift from a political to a non-political year. Core advertising, which excludes political advertising revenue, increased 14% year over year on an as-reported basis, driven by stronger core demand and incremental digital revenue, including contributions from the Digital Remedy acquisition. Pro forma core advertising growth was 5% year over year.

Distribution revenue declined 1% year over year, largely due to the divestiture of all markets to RimCom during the year. Adjusted EBITDA was $168 million compared to $330 million in the prior-year quarter, with the decline primarily attributable to the expected reduction in political revenue in a non-election cycle. In the Local Media segment, revenue declined to $734 million from $932 million in the prior year, again reflecting the absence of material political revenue in 2025. Importantly, core advertising revenue increased 4% as reported and 6% pro forma, supported by strong live sports demand and continued growth in our podcast lineup.

Distribution revenue declined 2% as reported, and 1% pro forma, consistent with the previously mentioned divestitures and industry continued subscriber churn, not completely offset by step-ups. Local Media Adjusted EBITDA was $153 million compared to $321 million in the prior-year quarter. The decline was driven primarily by the lower political revenue and was less than the year-over-year political revenue reduction, reflecting disciplined cost management. Turning to the Tennis segment. Total revenue increased to $62 million from $57 million in the prior-year quarter. Core advertising revenue increased 20%, supported by household and total viewer ratings growth of 8% and a 12% increase in minutes viewed on Tennis Channel 2, our free ad-supported streaming channel.

Distribution revenue increased 10%, driven by 25% growth in direct-to-consumer subscribers. Adjusted EBITDA improved 10% year over year to $21 million, benefiting from higher revenue and lower production expenses. Overall, while total company results reflect the cyclical impact of political revenue, underlying core advertising trends, distribution stability, and continued cost discipline demonstrate solid operational execution across the portfolio.

Turning to slide 10. This outlines our debt maturity profile and liquidity position at year-end. Including the borrowing under the AR facility, total Sinclair Television Group, or STG, debt was $4.4 billion. Following our refinancing activity and retirement of 2027 notes in 2025, our nearest material maturity, excluding the AR facility, is now in December 2029. At year-end, as defined in our credit agreement, STG net first out first lien leverage was 1.5x, net first lien leverage was 3.9x, and total net leverage was 5.3x. We ended the year with $866 million in consolidated cash, including $401 million at STG and $465 million at Ventures. Including revolver availability, total liquidity was approximately $1.5 billion.

On slide 11, before turning to 2026 guidance, I want to spend a minute on the balance sheet. We laid out a multiyear runway to reduce net leverage through actions that are firmly within our control. First, with the comprehensive refinancing in February 2025, we moved out our debt maturities so that our nearest debt maturity is now December 2029. That materially reduces refinancing risk and gives us time to execute the operating plan and a broader strategic review from a position of strength. Second, we have been active and intentional about debt reduction, including retiring the last $89 million of our 2027 notes in October 2025.

Third, in November 2025, we added more flexibility with a three-year, $375 million AR securitization facility. It enhances liquidity and helps us be opportunistic with debt reduction actions when we see attractive opportunities. Then importantly, we have two strong, visible cash flow windows in front of us. This year, 2026, is expected to be the record midterm political year, and our priority is to convert that incremental political cash generation directly into net debt reduction. And looking beyond that, 2028 is also expected to be a meaningful political year with the potential for the first dual open primaries in over a decade, creating another opportunity to drive cash flow and further reduce net debt.

We have improved flexibility, and we have a clear plan to use upcoming political cycles, along with continued cost discipline, to drive sustained deleveraging, while preserving the strategic capacity to act when value-creating opportunities emerge.

Turning to slide 12, let me walk through our full-year 2026 guide. As a reminder, last quarter, we shared preliminary baseline expectations for the key drivers—political, distribution, and CapEx. Today's full-year guidance is consistent with that framework, and it reflects what we are seeing in pacing and market conditions as of today. For the total company, we are guiding total revenue of $3.4 billion to $3.54 billion, including distribution revenue of $1.72 billion to $1.79 billion, core advertising revenue of $1.26 billion to $1.30 billion, and political advertising revenue of at least $333 million. We are guiding to Adjusted EBITDA for the total company of $700 million to $740 million, with CapEx in line with last year between the range of $75 million to $80 million, net interest expense in the range of $300 million to $310 million, and net cash tax payments of $34 million to $45 million. On the assumptions, I would like to highlight four things, which are consistent with what we said last quarter. First, for core advertising, we are assuming stable core trends, supported by a sports-heavy broadcast calendar. At the same time, we expect a typical political crowd-out dynamic as political demand ramps, consistent with prior comparable cycles, and we are remaining appropriately cautious given macro headwinds in certain categories. Second, for political, we continue to expect at least a strong 2022 midterm performance of $333 million, and the landscape across several of our major markets supports that baseline. We are seeing meaningful activity in markets like North Carolina, Maine, Michigan, Nevada, Ohio, and Texas primaries, with additional competitive House races also in play. It is still early, but our position in these markets gives us confidence in that at-least baseline. Third, for distribution, 2026 is a lighter renewal year, and our guidance assumes steady gross distribution revenue, with subscriber churn moderating across key MVPDs and churn levels staying comparable to our current experience. Note that our distribution revenue guidance only considers incremental contribution from partner station acquisitions that have already closed. While several partner station optimization activities are pending, we expect to realize a full run-rate EBITDA benefit of $30 million by 2026. And finally, on capital spending, we are guiding to $75 million to $80 million in 2026, essentially flat with 2025, reflecting a more mature phase of our infrastructure transformation with spend focused on maintenance, resiliency, and high-return technology investments, while keeping CapEx disciplined to support continued deleveraging. Stepping back, this guidance reflects a plan we can execute in today's environment: stable core, strong political, disciplined investment levels, and importantly, it underpins what we highlighted on our prior slide, which is our intent to translate that cash generation into continued balance sheet improvement. With that, I will turn the call back to Chris for some closing remarks.

Christopher S. Ripley: Thanks, Narinder. Before we move forward, I would like to take a moment to highlight something important to our long-term success—our commitment to the communities we serve, which you can see on slide 13. Through Sinclair Cares, in 2025, our stations donated an estimated $5.7 million in on-air commercial time and supported more than 300 charitable organizations across our markets. We helped raise nearly $23 million for local causes. Our efforts resulted in nearly 5 million pounds of food collected, more than 2.2 million meals provided, over 184,000 toys distributed, and more than 100,000 diapers supplied, and thousands of school supplies delivered to students in need.

These initiatives reflect the strength of our local footprint and the trusted relationships we have built within our communities. While financial performance is essential, our role as community broadcaster carries responsibilities. We take that responsibility seriously. We are also proud to launch our Amazing America 250 campaign, which will honor America's legacy across Sinclair, Inc.'s portfolio of assets throughout 2026. Our community engagement enriches local lives in the markets that we serve, while also strengthening our brands, deepening our advertiser relationships, and reinforcing the long-term value of our local franchise. As we wrap up on slide 14, let me briefly summarize where we stand and how we are positioned headed into 2026 and beyond.

First, we continued to execute and build momentum on our core broadcast business. We delivered strong results that met or exceeded our expectations, translating into meaningful cash generation. Core advertising trends remain stable, live sports continue to anchor audience strength, and subscriber churn across key MVPD partners is showing signs of moderation. Second, we have set the foundation for a deleveraging path with substantial flexibility. Over the past year, we extended our maturity runway, increased liquidity, and established a defined priority around reducing leverage. Our capital structure is now positioned to support both disciplined debt reduction and strategic optionality.

We also remain prepared for industry consolidation, rationalizing the portfolio and acting opportunistically as conditions evolve remain key strategic objectives, particularly within a regulatory environment that continues to move in a constructive direction for local broadcasters. Within Ventures, value realization continues. We generated more than $100 million in cash distributions during 2025, primarily from minority exits, while continuing to reposition the portfolio towards greater operational control and long-term value creation. Looking ahead, our 2026 outlook is anchored by a resilient revenue mix, strong midterm political revenue expectations, a sports-heavy broadcast calendar, and continued cost discipline. Overall, we believe Sinclair, Inc. is positioned with improving operational momentum, enhanced balance sheet flexibility, and clear strategic direction as we enter 2026.

With that, operator, we are now ready to open the line for questions.

Operator: Certainly. Everyone at this time will be conducting a question-and-answer session. If you have any questions or comments, please press 1 on your phone at this time. We do ask that while posing your question, please pick up your handset if you are listening on speakerphone to provide optimum sound quality. Once again, if you have any questions or comments, please press 1 on your phone. Your first question is coming from Daniel Louis Kurnos from Benchmark Stonex. Your line is live.

Daniel Louis Kurnos: Great. Thanks. Good afternoon. Before I ask my first question, I just want to say, really appreciate, Narinder, all of the incremental detail, especially in the guide. Super helpful, so appreciate all the transparency that you guys put together on this. Chris, first question, obviously, just around M&A and the environment. You gave sort of a good background for what to expect. I think everybody is waiting to see when or how, I guess, Chairman Carr is going to put cap elimination on the docket. Does it, you know, exclude networks? What is the timing? I think there is some hope that it is sooner rather than later.

We obviously know you guys have been pretty public in sort of your pursuit of M&A, but to the extent that do you think things change if we get it on the docket, if we push it through, you know, we get past whatever legal challenges, I mean, does that change the way you think that everyone else in the space will be sort of willing to engage around M&A and what that might mean for you guys?

Christopher S. Ripley: Well, there is no doubt that having a precedence of such a large transaction like Nexstar–TEGNA go through and people seeing what the rules are on a firm basis is going to be exceptionally helpful for M&A going forward. So I think what you alluded to there is spot on, that it is going to be very helpful in terms of paving the way for future transactions. And we, specifically, are not standing still. We are very focused and active on a number of smaller portfolio optimization opportunities. And we are very active in our strategic review of the broadcast business, looking for bigger transformational opportunities.

Daniel Louis Kurnos: And then just on the distribution side, look, numbers are certainly better. I think everyone is hopeful that we continue to see sub declines ease going forward. Certainly positive out of Charter. But, you know, you guys get your reverse shot, if you will, at the end of this year. So I do not know if you want to comment on what you think net looks like in the out years. I know you guys talked about all the drivers of growth, including political all the way through 2028. But, you know, if net becomes a healthier tailwind, that would be yet another arrow in the quiver. So just curious if you have any thoughts on how that might look.

Christopher S. Ripley: Yeah. I think you got it spot on there, Dan. I mean, look, we gave outlook for gross distribution for the year, and we really do not have the benefit of any large renewals through until the very end of the year. So I think that really shows the confidence that we have in the business. We set up great deals mainly back in 2024, and we are reaping the benefits of those.

We are seeing churn improve from significant large MVPDs, and we think the strategies that they have employed in terms of the great rebundling and what we are seeing in terms of streamflation and prices continuing to increase there is all, you know, auguring well to the fundamentals of the business. And also things like skinny bundles, for instance, which are offering cheaper alternatives to consumers that include the broadcast stations. So there are a lot of trends in place that make us very positive in terms of our future long-term outlook for net retrans.

Daniel Louis Kurnos: Got it. Thank you, guys, and, again, appreciate the disclosure.

Christopher S. Ripley: Thanks, Dan.

Operator: Thank you. Your next question is coming from Aaron Watts from Deutsche Bank. Your line is live.

Aaron Watts: Hi, guys. Thanks for having me on. Two questions, if I may. First, on core advertising in the TV group, clearly a healthy finish to the year. Is that reflective of an improved ad environment or more due to the crowd-out comparison in the prior year? Are you seeing momentum sustain here in the new year? And relatedly, can you share kind of what percent auto was of the book in 2025? Is it up or down? And what you are seeing for that category this year?

Robert D. Weisbord: I can handle that. We did not have it to do with the crowd-out. We actually increased pace after the political cycle ended. And so it was a healthy return, and it showcases that the advertisers have big penchant for live sports. With the return of college football and NFL football, it also strengthened the auto spend. The auto spend in 2025 was down mid-single digits. And that has to do with the tariffs and consumer confidence from the beginning part of the year. In 2026, we have some insight from our MVPDs where automotive is very strong.

However, that is the smallest part of our portfolio, so we expect that the MVPDs around the country with Legendary February will be showcasing strong auto growth. We have moved away from that high dependence on automotive over the last several years as well. But services and legal being some of our top categories as well. And so it bodes well for us going into 2026. We are following Legendary February with Fox's most amount of broadcast games with World Cup, with many in prime time. And, again, with the Olympics being up over 90% ratings, we expect to see that effect in World Cup, and we are significantly ahead of our sales wrapped around World Cup.

And to support the World Cup, we have Landon Donovan and Tim Howard with Unfiltered Soccer, and we will be releasing a new women's soccer with Kayla Watt, J. J. Watt's wife, and Julie Ertz, the World Cup team. So we are going to be able to support with activations and being strong wrapped around the World Cup to help drive our core advertisers.

Narinder Sahai: And then, Aaron, maybe I would just add on to that. So from a very high level, certainly saw some weakness in Q2 and Q3 from economic uncertainty, and we felt like that unwound in fourth quarter. So you had the benefit from crowd-out reversing and economic conditions becoming more certain, and sort of a more normal advertising market. Q1, as Rob noted, will be hard to get a good read on because MVPDs will be so big in that quarter, given all the programming that they had, like the Olympics and Super Bowl.

But we are optimistic as you look into Q2 and Q3 and things like tax returns, refunds that will be hitting the marketplace soon, that you are going to see a continued rebound from the summer of last year.

Aaron Watts: Okay. That is really helpful. Thanks. And if I could ask one more, Chris, as you continue to think about strategic opportunities, how much of an impediment are you finding leverage to be in those discussions, if at all? And I believe you had previously suggested that cash from Ventures could potentially play a role in consolidation at the TV Group, helping bring pro forma leverage levels down. Do not think we saw that in the Scripps offer. So I just wanted to get your latest thoughts on the fungibility of cash, leverage, and the interplay of those for M&A. Thanks.

Christopher S. Ripley: Yes. So we have not found that leverage has been an issue in terms of any of the discussions that we have had or are having as it relates to combinations. We do have significant liquidity. We have significant cash. So, as you saw in the Scripps offer, we were able to actually put cash as a component of the offer, and so far, that has not been an impediment whatsoever. And, that said, we have said publicly, and will say again, that to the extent it is needed to unlock a strategic and transformative transaction, we would use resources at Ventures.

And so, you know, the ideal outcome here, as I have stated before, is really merger on the broadcast side, with a spin of Ventures, and we still think that is very much possible and are working hard to achieve that.

Operator: Thank you. Your next question is coming from David Karnovsky from JPMorgan. Your line is live.

David Karnovsky: Hey. Thank you, Chris. Just on the NFL, it is getting a lot of attention. The market, I think, is kind of making an assumption of a higher collective broadcast payment to the League. And I am curious, in that scenario, if it plays out, how you think about the cost getting passed through to the various points of the ecosystem, whether that is your payments to the network, distributor payments to you, or kind of ultimately what the consumer will bear.

Christopher S. Ripley: Sure. So first, let me comment on the overall situation with the NFL, which there is a lot of news on. And according to most reports, it is the networks that have initiated these early negotiations, and these renewals are really three years prior to the first opt-out. So we really think that benefits the incumbents, and we welcome early NFL deals to create longer-term certainty within the ecosystem. So we view that overall as a positive. We think that the incumbent broadcast networks are very well positioned to renew, and there is potential for new packages to be created to increase the overall payments to the NFL without having to overburden the existing partners with too high of increases.

That being said, to your question around how does that cost get absorbed by the ecosystem, well, we have a comp in that just recently happened where NBC signed up a very expensive new deal with the NBA. And our expectations heading to the end of the year in which that happened—we set our expectations for what we thought our renewal with NBC would be. And then midyear, they signed up the NBA deal. And then at the end of the year, we renewed with NBC, and we exceeded our expectations that were set before we even knew about the existence of the NBA deal.

So, long story short, we did not have to absorb the extra cost of the NBA, and those costs were largely absorbed by the streaming platform. So the networks all have streaming platforms now. Even Fox has launched its own streaming platform. And, in terms of the net, that dynamic between us and the networks, we think we have a strong political position with things like the FCC proceeding on the network affiliate relationship. And then you also probably saw today another FCC inquiry around the sports marketplace—sports on broadcast more specifically—looking into this issue.

And then we also have a very strong commercial position in terms of the fact that all of these rights are now on broadcast and on streaming, and that cost needs to be more equitably shared between those two sides of the house, if you will. And right now, if anything, broadcast is overpaying for what it gets relative to the streaming side of the business.

David Karnovsky: Okay. Thank you.

Operator: Thank you. Your next question is coming from Benjamin Soff from Deutsche Bank. Your line is live.

Benjamin Soff: Good afternoon. Thanks for the question. Your expenses outperformed guidance nicely this quarter. Can you talk about where that strength came from and any additional things you are working on in 2026 from an expense management standpoint? And then for Narinder, just a housekeeping question. Could you help us better understand how much of that $30 million from the JSA buy-ins is included in your guidance and how much opportunity is there for additional similar deals that you have not already announced? Thank you.

Narinder Sahai: Yeah, Ben. Thanks for the question. On the expense side of the equation, there was no particular line to call out here. As I referenced in my prepared remarks, when you look at the various segments, Tennis outperformed on the production side, and the Local Media segment outperformed on the sales and digital expenses as well as various other expense line items. I think I have mentioned this in my prior quarterly call as well. There is a high degree of emphasis here at Sinclair, Inc. on looking at our overall cost structure and figuring out how best to deliver the top line that we have.

And the team is very dialed in and very engaged in that conversation, and so you are just seeing the outcome of that in the quarterly results. So not one particular thing to call out. I would say it was across the board. On the specific JSA/LMA synergy, we are about 70% of the way there on that, and part of that is baked into the guide, but there are puts and takes there. Given the current subscriber churn, if you try to do the math and try to add the numbers in, you will not probably get there because, even with subscriber churn staying consistent, you will see, from an absolute dollar perspective, distribution is going to be down.

So I would say we are about 70% of the way complete on the JSA/LMAs.

Benjamin Soff: Thank you.

Operator: Thank you. And once again, everyone, if you have any questions or comments, please press star then 1 on your phone. Your next question is coming from Fernando Lima from Morgan Stanley. Your line is live.

Fernando Lima: Hi, guys. Good afternoon. Thanks for taking my question. Chris, if we could go back to M&A and consolidation, I know that so far we have seen new interest in certain assets. Interested in hearing your thoughts that if there is no deal in the near term, and assuming that the Nexstar–TEGNA merger gets approved but they have to sell some stations, are these assets something that you could potentially be interested in? Is that something you would be willing to wait, if we can say that? Thanks.

Christopher S. Ripley: Sorry. Can you clarify? When you say these, what assets are you referring to?

Fernando Lima: If they are required to sell some stations as part of the M&A approval.

Christopher S. Ripley: Right. Okay. I got it. Thank you for the clarification. So, yes, to the extent that there are divestitures required in that combination, we certainly would be quite interested in looking at those, especially if they create duopoly opportunities in our markets. We have already completed recently two duopoly combinations, one in Providence and one in Tulsa, and those are very accretive to our bottom line.

And to the extent we can do more of those with sort of one-off station acquisitions, be it from other parties—and we have a number of different processes and conversations going on in that front—but to the extent there is also an opportunity to buy those out of the Nexstar–TEGNA deal, we would be interested in that.

Fernando Lima: Thank you.

Operator: Thank you. And that concludes our Q&A session. I will now hand the conference back to Christopher S. Ripley for closing remarks. Please go ahead.

Christopher S. Ripley: Thank you for joining us today for the Sinclair, Inc. Q4 earnings call. If you have any questions, please give us a call.

Operator: Thank you, everyone. This concludes today's event. You may disconnect at this time, and have a wonderful day. Thank you for your participation.