Skip to main content

HF Sinclair Corp

For the period ended Sep 30, 2026. Filed Oct 28, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Oct 28, 2026

DINO$99.76+2.7%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Overview

We are an independent energy company that produces and markets high-value light products such as gasoline, diesel fuel, jet fuel, renewable diesel and lubricants and specialty products. We own and operate refineries located in Kansas, Oklahoma, New Mexico, Wyoming, Washington and Utah. We provide petroleum product and crude oil transportation, terminalling, storage and throughput services to our refineries and the petroleum industry. We market our refined products principally in the Southwest United States, the Rocky Mountains extending into the Pacific Northwest and in other neighboring Plains states, and we supply high-quality fuels to more than 1,850 branded stations and license the use of the Sinclair brand to more than 350 additional locations throughout the country. We produce renewable diesel at two of our facilities in Wyoming and one facility in New Mexico. In addition, we produce and market base oils and other specialized lubricants in the United States, Canada and the Netherlands, and export products to more than 80 countries.

Market Developments

For the three months ended September 30, 2026, Net income attributable to HF Sinclair stockholderswas $2,015 million, compared to a Net income attributable to HF Sinclair stockholdersof $403 million for the three months ended September 30, 2025. For the nine months ended September 30, 2026, Net income attributable to HF Sinclair stockholderswas$3,555 million, compared to$607 million for thenine months ended September 30, 2025.

Adjusted refinery gross margin per barrel sold increased $35.06, or 183%, from $19.16 for the three months ended September 30, 2025 to $54.22 for the three months ended September 30, 2026. Adjusted refinery gross margin per barrel sold increased $15.05, or 100%, from $15.07 for the nine months ended September 30, 2025 to $30.12 for the nine months ended September 30, 2026.

In the Refining segment, we saw favorable refining margins in the Mid-Continent and West regions, driven principally by the tight supply of transportation fuels across the markets, elevated crack spreads and benefits from the small refinery RINs waivers granted by the EPA. Additionally, stronger transportation fuel sales in the West region were offset by lower sales in the Mid-Continent region due to the planned turnaround at our El Dorado refinery. For the fourth quarter of 2026, we expect to run between 560,000-600,000 barrels per day of crude oil, which reflects the completion of the planned turnaround at our El Dorado refinery.

In the Renewables segment, margins were favorably impacted in the third quarter of 2026 by improved RINs prices, higher Producer’s Tax Credit (“PTC”) benefits and increased sales volumes. During the third quarter of 2025, we were only able to recognize partial benefits from the PTC.

In the Marketing segment, we continued to realize strong value from our Sinclair branded sites during the third quarter of 2026, as the marketing business provided a consistent sales channel with margin uplift for our produced fuels. We expect to grow the number of branded sites by approximately 10% annually.

During the three months ended September 30, 2026, the Lubricants & Specialties segment continued to see solid performance (excluding first-in, first out (“FIFO”) impacts), driven by sales mix optimization and strong product and base oil prices, despite one-time costs related to the decision to retire our Mississauga, Ontario base oil refining assets (the “Mississauga Refinery”).

In the Midstream segment, our results continued to benefit from higher pipeline revenues and throughput volumes, offset by higher operating expenses during the three months ended September 30, 2026.

We continue to review and adjust our operational plans to evolving market conditions. The extent to which our future results are affected by volatile regional and global economic conditions, including ongoing tariff and trade negotiations and global hostilities, such as the ongoing military conflicts in Ukraine and the Middle East, will depend on various factors and consequences beyond our control.

On August 26, 2026, our Board of Directors (the “Board”) approved a new$1.5 billion share repurchase program (the “New Share Repurchase Program”), which replaced all existing share repurchase programs, including the approximately $11 million remaining under the share repurchase program initially authorized by the Board in May 2024 (the “2024 Share Repurchase Program”). The New Share Repurchase Program authorizes us to repurchase common stock in the open market or through privately negotiated transactions, including transactions with REH Advisors Inc. (“REH”) (now the parent company of REH Company, LLC), whichare subject to REH’s interest in selling its shares and other limitations. The timing and amount of share repurchases, including those from REH, will depend on market conditions and corporate, tax, regulatory and other relevant considerations. In addition, we are authorized by our Board to repurchase shares in an amount sufficient to offset shares issued under our compensation programs. The Board has discretion to cancel the New Share Repurchase Program at any time.

On October 28, 2026, our Board declared a regular quarterly dividend in the amount of $0.525 per share, payable on December 2, 2026 to holders of record of common stock on November 12, 2026.

Western Gateway

In August 2026, we entered into a joint venture with affiliates of Phillips 66 and Kinder Morgan to form the proposed Western Gateway Pipeline system (“Western Gateway”). We will own a 15.0% interest in the joint venture while Phillips 66 and Kinder Morgan will own the remaining 49.9% and 35.1% interests, respectively. Western Gateway is a proposed 1,300-mile refined products pipeline system that would create a new fuel supply path from St. Louis, Missouri, to Arizona and California.

In July 2026, we announced plans to pursue a separation of our Lubricants & Specialties segment through the capital markets, creating a new independent, publicly traded company (the “Planned Separation”). The Planned Separation is expected to be executed in a tax-efficient manner. We expect the Planned Separation will be in the form of a distribution of at least 80.1% of the Lubricants & Specialties company’s stock and will be substantially completed over the course of 2027.

In July 2026, concurrently with the announcement of the Planned Separation, we announced the decision to retire the Mississauga Refinery, with the transition expected to be substantially completed in the second half of 2027 (the “Mississauga Asset Retirement”). The Lubricants & Specialties business will maintain the continued operations of its R&D laboratory, lubricant blending and packaging, as well as supply chain, logistics, and commercial operations in the Ontario region, and will also continue to deliver base oil solutions through strategic third-party commercial arrangements, complemented by continued access to Group I and specialty products from HF Sinclair’s Tulsa refinery. See Note 2 “Lubricants & Specialties Planned Separation and Mississauga Asset Retirement” in the Consolidated Financial Statements for additional information.

Renewable Fuel Standard Regulations

Pursuant to the 2007 Energy Independence and Security Act, the EPA promulgated the Renewable Fuel Standard (“RFS”) regulations, which increased the volume of renewable fuels mandated to be blended into the nation’s fuel supply. The regulations, in part, require refiners to satisfy annual renewable volume obligations calculated as a percentage of their petroleum fuel shipments or imports, which may be met through physical blending of renewable fuels or by purchasing and retiring RINs. Excluding the benefits from small refinery RINs waivers granted by the EPA, our compliance costs related to the RFS regulation significantly increased our Cost of materials and other to $516 million and $1,512 million for the three and nine months ended September 30, 2026, respectively. For the three and nine months ended September 30, 2026, the Refining segment recognized $181 million and $364 million in revenues related to RINs sales which are included in Sales and other revenues in our consolidated statement of operations. Small refinery RINs waivers granted increased pre-tax earnings by $603 million for the nine months ended September 30, 2026. We recognized $582 million in Cost of materials and other and $21 million in Sales and other revenues related to the small refinery RINs waivers granted in the third quarter of 2026 and the fourth quarter of 2025, respectively. At September 30, 2026, our open RINs credit obligations were $41 million. For additional information regarding the RFS and small refinery RINs waivers, refer to the discussion under “Renewable Fuel Standard” in Item 1 of Part II of this Quarterly Report on Form 10-Q.

A more detailed discussion of our financial and operating results for the three and nine months ended September 30, 2026 and 2025 is presented in the following sections.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.