0001181431-13-000504.txt : 20130102 0001181431-13-000504.hdr.sgml : 20130101 20130102191403 ACCESSION NUMBER: 0001181431-13-000504 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20121228 FILED AS OF DATE: 20130102 DATE AS OF CHANGE: 20130102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SMITH DAVID BRUTON CENTRAL INDEX KEY: 0001448501 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13395 FILM NUMBER: 13503455 MAIL ADDRESS: STREET 1: C/O SONIC AUTOMOTIVE, INC. STREET 2: 6415 IDLEWILD ROAD, SUITE 109 CITY: CHARLOTTE STATE: NC ZIP: 28212 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SONIC AUTOMOTIVE INC CENTRAL INDEX KEY: 0001043509 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO DEALERS & GASOLINE STATIONS [5500] IRS NUMBER: 562010790 STATE OF INCORPORATION: DE FISCAL YEAR END: 0207 BUSINESS ADDRESS: STREET 1: 4401 COLWICK ROAD CITY: CHARLOTTE STATE: NC ZIP: 28211 BUSINESS PHONE: 704-566-2400 MAIL ADDRESS: STREET 1: 4401 COLWICK ROAD CITY: CHARLOTTE STATE: NC ZIP: 28211 4 1 rrd365384.xml X0306 4 2012-12-28 0 0001043509 SONIC AUTOMOTIVE INC SAH 0001448501 SMITH DAVID BRUTON C/O SONIC AUTOMOTIVE, INC. 4401 COLWICK ROAD CHARLOTTE NC 28211 1 1 0 0 Executive Vice President Class B Common Stock 2012-12-28 5 G 0 0 A Class A Common Stock 0 I by Trust Class B Common Stock 2012-12-28 4 J 0 0 A Class A Common Stock 0 I by LLC Class B Common Stock 2012-12-28 4 J 0 0 A Class A Common Stock 0 I by Trust Class B Common Stock 2012-12-31 5 G 0 0 A Class A Common Stock 0 I by SFC Class B Common Stock 2013-01-02 5 G 0 0 A Class A Common Stock 0 I by SFC Shares of Sonic Automotive, Inc.'s Class B Common Stock are convertible into shares of Sonic Automotive, Inc.'s Class A Common Stock on a 1-for-1 basis at the option of the reporting person and there is no expiration date. The reporting person is a co-trustee and beneficiary of O. Bruton Smith Family Irrevocable Trust dated December 11, 2012 (the "Trust"), which received a 3.1685% interest in OBS Holdings, LLC, a North Carolina limited liability company ("Holdings") from Mr. O. Bruton Smith by gift. Holdings is an indirect holder of 8,881,250 shares of Sonic Automotive, Inc.'s Class B Common Stock. The reporting person disclaims beneficial ownership of shares held by the Trust, SFC and interests in Holdings, except to the extent of his pecuniary interest therein. Reflects purchase of an 11.8819% interest in Holdings by OBS Family, LLC, a North Carolina limited liability company ("Family"), of which the reporting person and his three siblings each own a 25% equity interest. The reporting person disclaims beneficial ownership of shares held by Family, except to the extent of his pecuniary interest therein. Reflects purchase of an 11.8315% interest in Holdings by the Trust. The reporting person received a gift of less than 1.0% of the outstanding stock of Sonic Financial Corporation ("SFC") from Mr. O. Bruton Smith. SFC holds directly 8,881,250 shares of Sonic Automotive, Inc.'s Class B Common Stock. /s/ Stephen K. Coss, as Attorney-in-Fact 2013-01-02 EX-24.1 2 rrd328073_370819.htm POWER OF ATTORNEY rrd328073_370819.html 
LIMITED POWER OF ATTORNEY

	Know all by these presents, that the undersigned hereby constitutes and appoints each of Stephen K. Coss, Esq. and Christian G. Saffer, or either of them signing singly, and with full power of substitution, the undersigned's true and lawful attorney-in-fact to:

(1)	prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 13(d) or 16(a) of the Securities Exchange Act of 1934 (the "Exchange Act"), or any rule or regulation of the SEC promulgated thereunder, pertaining to Sonic Automotive, Inc. (the "Company").

(2)	execute for and on behalf of the undersigned, beneficial ownership reports on Schedules 13D and/or 13G in accordance with Section 13 of the Exchange Act and the rules thereunder;

(3)	execute for and on behalf of the undersigned, reports on Forms 3, 4, and 5 in accordance with Section 16(a) of the Exchange Act and the rules thereunder;

(4)	do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such schedules or forms, complete and execute any amendment or amendments thereto, and timely file such forms or schedules with the SEC and any stock exchange or similar authority; and

(5)	take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

       The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 13 or 16 of the Exchange Act.

       	This Power of Attorney shall remain in full force and effect from December 13, 2012 through January 5, 2013, and shall automatically be revoked effective January 5, 2013.

       	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 13th day of December, 2012.


			/s/ David B. Smith
			Signature

			David B. Smith
			Print Name








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