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Brian S. Bark

Executive Vice President and Chief Information Officer at SinclairSinclair
Executive

About Brian S. Bark

Brian S. Bark is Executive Vice President and Chief Information Officer (CIO) at Sinclair Broadcast Group (SBGI), age 56, serving as EVP/CIO since February 2022 after prior CIO roles at SBGI since 2018; he holds an MS in Information Systems from UMBC and a BA in Communications from North Carolina State University . His background spans transformational enterprise information strategies with prior leadership as chief business and innovation strategist in the office of the CTO at Hewlett Packard Enterprise and 15+ years in multiple CIO/executive roles at Smiths Group plc across wireless telecom, defense, medical devices, and energy services . Company-level performance context during his tenure includes TSR, Net Income (loss), and Adjusted EBITDA trends detailed below .

Past Roles

OrganizationRoleYearsStrategic Impact
Sinclair Broadcast GroupExecutive Vice President / Chief Information OfficerFeb 2022–presentDesigns and executes transformational enterprise information strategies and innovation to drive growth .
Sinclair Broadcast GroupSenior Vice President / Chief Information OfficerFeb 2020–Feb 2022Enterprise information strategy and innovation .
Sinclair Broadcast GroupVice President / Chief Information OfficerJun 2018–Feb 2020Enterprise information strategy and innovation .
Hewlett Packard EnterpriseChief business and innovation strategist, office of the CTONot disclosed (most recent prior to SBGI)Innovation strategy leadership .
Smiths Group plcMultiple CIO/executive leadership positions~15+ yearsCross-industry technology leadership (wireless, defense, medical, energy) .

External Roles

  • No external public company directorships or board committee roles disclosed for Bark in the proxy biographies .

Fixed Compensation

  • Bark is not a Named Executive Officer (NEO) in 2024; his individual base salary, target bonus, and actual bonus are not itemized in the Summary Compensation Table (NEOs are David D. Smith, Christopher S. Ripley, Lucy A. Rutishauser, Robert D. Weisbord, and Jason R. Smith) .
  • Company policy: base salaries are set based on experience, duties, market comparisons, and individual performance; not strictly formulaic .

Performance Compensation

  • For NEOs, cash bonuses are tied to Adjusted EBITDA: quarterly bonuses earned pro rata from 92% to 100% of quarterly targeted Adjusted EBITDA; annual bonuses earned at and above 100% of annual targeted Adjusted EBITDA; grant-date restricted stock awards vest 50% at the first anniversary and 50% at the second anniversary; SARs are used with specified terms (see vesting table below). Bark’s specific targets/payouts are not disclosed due to non-NEO status .

Award Vesting and Triggers (Company Program)

Award TypeTermStandard VestingAcceleration TriggersNotes
Restricted Class A Common Stock (SIP)N/A50% at 1-year, 50% at 2-year from grant date Immediate vest on death/disability; termination without cause; resignation for good reason; change-in-control; retirement after age 65 or after age 55 with ≥10 years service Dividends paid as declared; typical annual grants late Feb/early Mar .
Stock-Settled Stock Appreciation Rights (SARs)10 yearsFully vested on grant or vest over 2 or 4 years (award-dependent) Immediate vest on termination without cause; resignation for good reason; retirement after age 65 or after age 55 with ≥10 years service; full vest on change-in-control (SIP) or dissolution/merger (Predecessor LTIP) Exercise yields Class A shares equal to intrinsic value at exercise .
Stock Options10 yearsMay include vesting conditions; no options granted since 2016 Award-dependentExercise price at fair value on grant date .

Equity Ownership & Alignment

  • Bark’s individual beneficial ownership, vested/unvested breakdown, and option/SAR status are not disclosed in the beneficial ownership table because it lists directors and executive officers described on the Summary Compensation Table (Bark is not an NEO) .
  • Hedging/Pledging: SBGI prohibits hedging transactions but permits margin loans and pledging of company securities by directors and executives; this is atypical and can introduce alignment risks when pledging is used .
  • Clawback: SBGI maintains an Incentive-Based Compensation Clawback Policy to recoup erroneously paid incentive comp in the event of a material accounting restatement .
  • Annual equity grant cadence: Compensation Committee typically approves annual equity awards late February/early March, which can cluster vesting/settlement activity around anniversaries .
  • Form 4 activity: Attempted to fetch Bark-specific insider transactions (Form 4) via insider-trades skill for 2024–2025; data retrieval failed due to API authorization error. Re-run required to assess selling pressure and current holdings (not available at this time).

Employment Terms

  • No Bark-specific employment agreement terms, severance multiples, non-compete, or change-in-control provisions are disclosed in the proxy (employment agreements are detailed for certain NEOs only) .
  • General (company program) termination/change-in-control mechanics (apply to NEOs per award agreements):
    • Restricted stock: immediate vest on death/disability; termination without cause; resignation for good reason; change-in-control; retirement (age/service criteria) .
    • SARs: immediate vest on termination without cause; resignation for good reason; retirement; full vest on change-in-control (SIP) or dissolution/merger (Predecessor LTIP) .

Company Performance Context During Bark’s Tenure

MetricFY 2020FY 2021FY 2022FY 2023FY 2024
TSR – Value of $100 Investment$92.94 $93.35 $65.05 $119.01 $106.24
Company TSR – Value of $100 Investment$99.09 $84.43 $51.76 $46.69 $62.00
Net Income (Loss), $mm(2,429) (326) 2,701 (279) 319
Adjusted EBITDA, $mm2,165 793 956 557 876

Governance and Say-on-Pay

  • Compensation Committee comprises three independent, non-employee directors; executive pay program objectives: attract/retain, align long-term interests with stockholders, reward performance via mix of salary, equity, and cash bonus .
  • Say-on-Pay approval: ~93% support in 2024, with a shift to annual advisory vote in 2025 .

Investment Implications

  • Transparency: Bark is not an NEO; his individual pay, equity grants, and severance economics are not disclosed, limiting pay-for-performance and retention-risk analysis on a Bark-specific basis .
  • Alignment risk: SBGI permits pledging of company securities by executives/directors even as hedging is prohibited; pledging can elevate forced-selling risk under adverse market conditions and weaken alignment signals .
  • Vesting cadence and potential selling pressure: Annual equity grants typically occur late Feb/early March with two-year vesting; anniversaries (e.g., March) may cluster vesting events—monitor Form 4 filings around these dates for Bark once data access is restored .
  • Governance mitigants: Presence of a clawback policy and EBITDA-based incentive designs for NEOs support performance linkage at the program level, though Bark-specific metrics and payouts are not visible to investors .
  • Company performance context: Mixed TSR and improving Adjusted EBITDA in 2024 provide macro context during Bark’s CIO tenure; attribution to Bark is not disclosed, but technology execution is typically a lever for operational efficiency and resilience .