Sonic Automotive (SAH) Proxy Filing summary

Executive summary

• Annual meeting scheduled for April 29, 2026, at company headquarters in Charlotte, NC.

• Shareholders are invited to vote on key proposals, including director elections and compensation matters.

• Voting can be done online, by mail, or in person at the meeting.

Voting matters and shareholder proposals

• Election of nine directors, with all nominees recommended by the board.

• Ratification of Grant Thornton LLP as independent auditor for fiscal 2026.

• Advisory vote on named executive officer compensation for fiscal 2025.

• Approval of the 2026 Equity Incentive Plan.

• Approval of amendment and restatement of the 2012 Formula Restricted Stock and Deferral Plan for Non-Employee Directors.

Board of directors and corporate governance

• Board recommends all director nominees for election.

• Proxy holders authorized to vote on other business as may arise at the meeting.