HF Sinclair (DINO) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 14, 2025, will be held virtually, allowing shareholders to participate online and vote electronically.

• Shareholders are encouraged to review proxy materials online or request paper/email copies before voting.

Voting matters and shareholder proposals

• Election of eleven directors is up for shareholder vote, with all nominees recommended by the board.

• Advisory vote on executive compensation (say-on-pay) is included.

• Ratification of Ernst & Young LLP as independent auditor for fiscal year 2025 is proposed.

• Proposal to amend and restate the Certificate of Incorporation to provide for officer exculpation.

Board of directors and corporate governance

• Eleven director nominees are listed for election, reflecting board continuity and governance priorities.