0001225208-24-008612.txt : 20240911 0001225208-24-008612.hdr.sgml : 20240911 20240911204206 ACCESSION NUMBER: 0001225208-24-008612 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240909 FILED AS OF DATE: 20240911 DATE AS OF CHANGE: 20240911 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Zaslav David CENTRAL INDEX KEY: 0001318285 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34295 FILM NUMBER: 241293715 MAIL ADDRESS: STREET 1: C/O WARNER BROS. DISCOVERY, INC. STREET 2: 230 PARK AVENUE SOUTH CITY: NEW YORK STATE: NY ZIP: 10003 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SIRIUS XM HOLDINGS INC. CENTRAL INDEX KEY: 0000908937 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] ORGANIZATION NAME: 06 Technology IRS NUMBER: 383916511 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10104 BUSINESS PHONE: 212-584-5100 MAIL ADDRESS: STREET 1: 1290 AVENUE OF THE AMERICAS STREET 2: 11TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10104 FORMER COMPANY: FORMER CONFORMED NAME: SIRIUS XM RADIO INC. DATE OF NAME CHANGE: 20080805 FORMER COMPANY: FORMER CONFORMED NAME: SIRIUS SATELLITE RADIO INC DATE OF NAME CHANGE: 19991228 FORMER COMPANY: FORMER CONFORMED NAME: CD RADIO INC DATE OF NAME CHANGE: 19940203 4 1 doc4.xml X0508 4 2024-09-09 0000908937 SIRIUS XM HOLDINGS INC. (SIRI) 0001318285 Zaslav David 1221 AVENUE OF THE AMERICAS NEW YORK NY 10020 1 0 Common Stock 2024-09-09 4 A 0 20207.0000 0 A 222286.0000 D Common Stock 2024-09-09 4 D 0 202079.0000 0 D 20207.0000 D Stock Option (Right to Buy) 4.6100 2024-09-09 4 D 0 36600.0000 D 2018-05-19 2027-05-19 Common Stock 36600.0000 0.0000 D Stock Option (Right to Buy) 3.7100 2024-09-09 4 D 0 19875.0000 D 2017-05-25 2026-05-25 Common Stock 19875.0000 0.0000 D Stock Option (Right to Buy) 6.8100 2024-09-09 5 D 0 24700.0000 D 2019-06-05 2028-06-05 Common Stock 24700.0000 0.0000 D Stock Option (Right to Buy) 46.1000 2024-09-09 4 A 0 3660.0000 A 2024-09-09 2027-05-19 Common Stock 3660.0000 3660.0000 D Stock Option (Right to Buy) 37.1000 2024-09-09 4 A 0 1988.0000 A 2024-09-09 2026-05-25 Common Stock 1988.0000 1988.0000 D Stock Option (Right to Buy) 68.1000 2024-09-09 4 A 0 2470.0000 A 2024-09-09 2028-06-05 Common Stock 2470.0000 2470.0000 D Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc. Represents the number of shares of common stock beneficially owned following the transactions described herein. Disposition of options to acquire shares of common stock of Old Sirius XM outstanding prior to the closing of the Merger and the acquisition of options to acquire shares of common stock of New Sirius XM in connection with the Merger. Each ten (10) options to acquire shares of common stock of Old Sirius XM resulted in the issuance of one (1) option to acquire shares of common stock of New Sirius XM, rounded down to the nearest whole option. /s/Patrick L. Donnelly, attorney in fact 2024-09-11