Liberty Media Corp - Apr 5, 2023 Form 4 Insider Report for SIRIUS XM HOLDINGS INC. (SIRI)

Signature
Liberty Media Corporation By: /s/ Brittany A. Uthoff Title: Vice President
Stock symbol
SIRI
Transactions as of
Apr 5, 2023
Transactions value $
$284,052,000
Form type
4
Date filed
4/7/2023, 04:01 PM
Previous filing
Mar 10, 2023
Next filing
Jul 17, 2023

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SIRI 2.125% Exch. Sr. Debentures due 2048 (obligation to sell) Purchase $255M $29M Apr 5, 2023 Common Stock 31.8M Direct F1, F2, F3
transaction SIRI 2.125% Exch. Sr. Debentures due 2048 (obligation to sell) Purchase $29M $0 Apr 7, 2023 Common Stock 3.61M Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each $1,000 original principal amount of 2.125% exchangeable senior debentures due 2048 (the "Debentures") was exchangeable for 124.6922 shares of the issuer's common stock, par value $0.001 per share (the "Common Stock"), settled only in cash based on the value of the shares of Common Stock.
F2 Each Debenture was exchangeable at the option of the holder and holders of the Debentures were also able to put them to the reporting person, in each case through the close of business on April 5, 2023, for settlement in cash on April 7, 2023. In addition, all outstanding Debentures were irrevocably called for redemption by the reporting person with a redemption date of April 7, 2023.
F3 On April 5, 2023, the reporting person accepted for repurchase in cash $255,091,000 aggregate original principal amount of Debentures and on April 7, 2023, the reporting person redeemed for cash $28,961,000 aggregate original principal amount of Debentures (the "Redemption"). In either case, holders of the Debentures received payment of $968.57 for each $1,000 original principal amount of the Debentures, inclusive of accrued and unpaid interest. As a result of the Redemption, no Debentures remain outstanding.