0001225208-24-008215.txt : 20240826 0001225208-24-008215.hdr.sgml : 20240826 20240826171057 ACCESSION NUMBER: 0001225208-24-008215 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240823 FILED AS OF DATE: 20240826 DATE AS OF CHANGE: 20240826 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROMRELL LARRY E CENTRAL INDEX KEY: 0001120556 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35707 FILM NUMBER: 241242270 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD. CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER NAME: FORMER CONFORMED NAME: ROMRELL LARRY E. DATE OF NAME CHANGE: 20100209 FORMER NAME: FORMER CONFORMED NAME: ROMWELL LARRY E DATE OF NAME CHANGE: 20100106 FORMER NAME: FORMER CONFORMED NAME: ROMRELL LARRY E DATE OF NAME CHANGE: 20000728 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Liberty Media Corp CENTRAL INDEX KEY: 0001560385 STANDARD INDUSTRIAL CLASSIFICATION: TELEVISION BROADCASTING STATIONS [4833] ORGANIZATION NAME: 06 Technology IRS NUMBER: 371699499 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 720-875-5400 MAIL ADDRESS: STREET 1: 12300 LIBERTY BOULEVARD CITY: ENGLEWOOD STATE: CO ZIP: 80112 FORMER COMPANY: FORMER CONFORMED NAME: Liberty Spinco, Inc. DATE OF NAME CHANGE: 20121015 4 1 doc4.xml X0508 4 2024-08-23 0001560385 Liberty Media Corp LSXMA 0001120556 ROMRELL LARRY E 12300 LIBERTY BOULEVARD ENGLEWOOD CO 80112 1 0 Series C Liberty SiriusXM Common Stock 2024-08-23 4 M 0 1596.0000 0 A 17951.0000 D Restricted Stock Units-LSXMK 2024-08-23 4 M 0 1596.0000 0.0000 D Series C Liberty SiriusXM Common Stock 1596.0000 0.0000 D Each restricted stock unit converted into one share of Series C Liberty SiriusXM Common Stock ("LSXMK"). Each restricted stock unit represents a contingent right to receive one share of LSXMK. As previously disclosed, the Issuer is proposing to separate its Liberty SiriusXM Group on September 9, 2024 by means of a redemptive split-off (the "Transaction") as further discussed in the Remarks section. In connection with the proposed Transaction, the vesting of the equity award reported herein was accelerated to August 23, 2024. To effect the Transaction, on September 9, 2024, the Issuer expects to contribute all of the assets and liabilities of the Liberty SiriusXM Group to Liberty Sirius XM Holdings Inc. ("New Sirius") and to redeem each share of its Series A Liberty SiriusXM common stock ("LSXMA"), Series B Liberty SiriusXM common stock ("LSXMB") and LSXMK for a fraction of a share of common stock of New Sirius equal to the Exchange Ratio (as defined in that certain Reorganization Agreement, dated as of December 11, 2023, by and among Issuer, New Sirius and Sirius XM Holdings Inc., as amended from time to time (the "Reorganization Agreement")), with no shares of LSXMA, LSXMB or LSXMK remaining outstanding and with cash (without interest) paid in lieu of any fractional shares of common stock of New Sirius, after aggregating all shares of common stock of New Sirius issuable by series of LSXMA, LSXMB and LSXMK. As a result of effecting the foregoing Transaction, New Sirius will be split-off from the Issuer and the Issuer will cease to have an equity interest in New Sirius. /s/ Katherine C. Jewell as Attorney-in-Fact for Larry E. Romrell 2024-08-26