Evan Daniel Malone - Sep 9, 2024 Form 4/A - Amendment Insider Report for SIRIUS XM HOLDINGS INC. ((SIRI))

Role
Director
Signature
/s/Patrick L. Donnelly, attorney in fact
Stock symbol
(SIRI)
Transactions as of
Sep 9, 2024
Transactions value $
$0
Form type
4/A - Amendment
Date filed
9/30/2024, 06:28 PM
Date Of Original Report
Sep 11, 2024
Previous filing
Aug 28, 2024
Next filing
Sep 30, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction (SIRI) Common Stock Award $0 +30.5K +8.85% $0.00 375K Sep 9, 2024 Direct F1, F2
transaction (SIRI) Common Stock Disposed to Issuer $0 -305K -81.33% $0.00 70K Sep 9, 2024 Direct F1, F3
transaction (SIRI) Common Stock Award $0 +62.1K $0.00 62.1K Sep 9, 2024 By Trust F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 Amount also includes, 101,608 shares of common stock of New Sirius XM received in connection with the Merger resulting from the redemption of Liberty Media Corporation's Series A Liberty SiriusXM common stock, par value $0.01 per share, Series B Liberty SiriusXM common stock, par value $0.01 per share and Series C Liberty SiriusXM common stock, par value $0.01 per share in exchange for 0.83750 (the "Exchange Ratio") shares of New Sirius XM common stock.
F3 Represents the number of shares of common stock beneficially owned following the transactions described herein
F4 Represents an acquisition of common stock of 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 Merger pursuant to the Merger Agreement.
F5 Represents the number of shares of common stock beneficially owned following the transactions described herein.

Remarks:

This Form 4/A is being filed to amend and restate Table I of the original Form 4 filed by the reporting person on September 11, 2024 ("Original Form 4") to correct certain information previously reported on the Original Form 4, including that certain shares previously reported as directly held by the reporting person were instead acquired indirectly through a trust.