UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 9, 2022 (June 8, 2022)

___________________

HF SINCLAIR CORPORATION

(Exact name of Registrant as specified in its charter)

Delaware			001-41325						87-2092143
(State or other jurisdiction of incorporation)			(Commission File Number)						(I.R.S. Employer Identification No.)
2828 N. Harwood St., Suite 1300			Dallas			TX			75201
(Address of principal executive offices)									(Zip code)

Registrant’s telephone number, including area code: (214) 871-3555

Not applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to 12(b) of the Securities Exchange Act of 1934:
Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock $0.01 par value			DINO			NYSE

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company        ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ☐

Item 8.01. Other Events.

The HF Sinclair Corporation (“HF Sinclair”) virtual 2022 Annual Meeting of Stockholders (the “Annual Meeting”) was held on June 8, 2022. A total of 208,222,070 shares of HF Sinclair’s common stock were present in person or represented by proxy at the Annual Meeting, representing over 93% of HF Sinclair’s 223,229,684 shares of common stock outstanding and entitled to vote as of the April 14, 2022 record date. The matters submitted for a vote and the related results are set forth below. A more detailed description of each proposal is set forth in HF Sinclair’s Proxy Statement.

•Proposal 1 (Election of Directors): The stockholders elected all eleven (11) director nominees to serve until HF Sinclair’s annual meeting of stockholders in 2023, or until their earlier resignation, removal or death.

Nominee			For			Against			Abstain			Broker Non-Votes
Anne-Marie N. Ainsworth			192,743,717			2,055,930			112,467			13,309,956
Anna C. Catalano			189,676,193			5,120,495			115,426			13,309,956
Leldon E. Echols			189,585,325			5,210,640			116,149			13,309,956
Manuel J. Fernandez			192,889,805			1,903,763			118,546			13,309,956
Michael C. Jennings			191,124,123			3,688,165			99,826			13,309,956
R. Craig Knocke			189,866,574			4,924,774			120,766			13,309,956
Robert J. Kostelnik			185,534,420			8,949,789			427,905			13,309,956
James H. Lee			190,156,732			4,631,849			123,533			13,309,956
Ross B. Matthews			191,359,772			3,434,100			118,242			13,309,956
Franklin Myers			188,037,135			6,370,727			504,252			13,309,956
Norman J. Szydlowski			193,711,043			1,077,486			123,585			13,309,956

•Proposal 2 (Advisory Vote on the Compensation of HF Sinclair’s Named Executive Officers): The stockholders approved on an advisory basis the compensation of HF Sinclair’s named executive officers as disclosed in the Proxy Statement.

For			Against			Abstain			Broker Non-Votes
184,969,190			9,502,423			440,501			13,309,956

•Proposal 3 (Ratification of the Appointment of Ernst & Young LLP): The stockholders ratified the appointment of Ernst & Young LLP as HF Sinclair’s independent registered public accounting firm for the 2022 fiscal year.

For			Against			Abstain
200,533,447			7,304,888			383,735

•Proposal 4 (Stockholder proposal for shareholder right to call a special shareholder meeting.): The stockholders did not approve the stockholder proposal giving shareholders owning a combined 10% of HF Sinclair’s common stock the right to call a special shareholder meeting.

For			Against			Abstain			Broker Non-Votes
93,589,926			100,662,132			660,056			13,309,956

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HF SINCLAIR CORPORATION

By:    /s/ Vaishali S. Bhatia                

Name:    Vaishali S. Bhatia

Title:    Senior Vice President and General Counsel

Date: June 9, 2022