Liberty Media Amends Sirius XM Stake Filing

TL;DR

Liberty Media updated its Sirius XM stake filing. No major fireworks, just ongoing reporting.

AI Summary

Liberty Media Corp. filed an amendment (No. 10) to its Schedule 13D on September 11, 2024, regarding its holdings in Sirius XM Holdings Inc. The filing indicates a change in the reporting person's beneficial ownership, though specific new percentages or dollar amounts are not detailed in this excerpt. This amendment continues Liberty Media's ongoing reporting obligations related to its significant stake in Sirius XM.

Why It Matters

This filing is a routine update from a major shareholder, Liberty Media, providing transparency on its investment in Sirius XM and potentially signaling shifts in its strategic interest or holdings.

Risk Assessment

Risk Level: low — This is a routine amendment to a Schedule 13D filing, indicating ongoing reporting rather than a new, significant event.

Key Players & Entities

• Liberty Media Corp. (company) — Reporting Person
• Sirius XM Holdings Inc. (company) — Subject Company
• 20240911 (date) — Filing Date

FAQ

Key Financial Figures

• $0.001 — ame of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securiti

Filing Documents

• tm2423792d1_sc13da.htm (SC 13D/A) — 36KB
• 0001104659-24-098954.txt ( ) — 38KB

Purpose of Transaction

Item 4. Purpose of Transaction The information contained in Item 4 of the Liberty Schedule 13D is hereby amended to delete the last two paragraphs thereof and supplemented to include the following information: On September 9, 2024, the transactions contemplated by the Reorganization Agreement, as amended, and the Merger Agreement, as amended, were completed and, as a result of the completion of the Split-Off, the Reporting Person disposed of all of the shares of Common Stock beneficially owned by the Reporting Person and ceased to be the beneficial owner of any shares of Common Stock. Other than as described herein, the Reporting Person does not have any present plans or proposals which relate to or would result in: (i) any acquisition by any person of additional securities of the Issuer, or any disposition of securities of the Issuer; (ii) any extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the Issuer or any of its subsidiaries; (iii) any sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (iv) any change in the board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any vacancies on the board of directors; (v) any material change in the present capitalization or dividend policy of the Issuer; (vi) any other material change in the Issuer’s business or corporate structure; (vii) any change in the Issuer’s charter or bylaws or other actions which may impede the acquisition of control of the Issuer by any person; (viii) any delisting from a national securities exchange or any loss of authorization for quotation in an inter-dealer quotation system of a registered national securities association of a class of securities of the Issuer; (ix) any termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended, of a class of equity securities of the Issu

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer The information contained in Item 5 of the Liberty Schedule 13D is amended and restated in its entirety as follows: (a) As of September 9, 2024 following the completion of the Split-Off, the Reporting Person beneficially owns no shares of Common Stock. As of September 9, 2024 following the completion of the Transactions, John C. Malone beneficially owns 22,208,749 shares of common stock, par value $0.001 per share (the “ New Sirius Common Stock ”), of Sirius XM Holdings Inc. (formerly known as Liberty Sirius XM Holdings Inc.); Gregory B. Maffei beneficially owns 9,522,105 shares of New Sirius Common Stock, including 3,417,948 stock options exercisable within the next 60 days; and Evan D. Malone beneficially owns 171,593 shares of New Sirius Common Stock, including 45,945 stock options exercisable within the next 60 days. (b) Not applicable. (c) Other than as disclosed in this Amendment, no transactions were effected by the Reporting Person, or, to the knowledge of the Reporting Person, any Schedule 1 Person, with respect to the Common Stock during the 60 days preceding the date hereof. (d) Not applicable. (e) On September 9, 2024, the Reporting Person ceased to be the beneficial owner of more than five percent of the outstanding shares of Common Stock. 4/5 Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: September 11, 2024 LIBERTY MEDIA CORPORATION By: /s/ Katherine C. Jewell Name: Katherine C. Jewell Title: Vice President and Assistant Secretary 5/5