3//SEC Filing
Liberty Sirius XM Holdings Inc. 3
Accession 0001104659-24-098253
CIK 0000908937operating
Filed
Sep 8, 8:00 PM ET
Accepted
Sep 9, 6:16 PM ET
Size
9.5 KB
Accession
0001104659-24-098253
Insider Transaction Report
Form 3
Liberty Sirius XM Holdings Inc.
Director10% Owner
Holdings
- 3,205,832,796(indirect: Held through wholly-owned subsidiaries)
Common Stock
2.75% Exch. Sr. Debentures due 2049 (obligation to sell)
Exp: 2049-12-01→ Common Stock (70,048,705 underlying)
Footnotes (4)
- [F1]Each $1,000 original principal amount of 2.75% Exchangeable Senior Debentures due 2049 (the "Debentures") is exchangeable for the cash equivalent of 116.0227 shares of the common stock, par value $0.001 per share (the "Common Stock") of Sirius XM Holdings Inc. (the "Issuer") as determined in the manner set forth in the indenture governing the Debentures.
- [F2]70,048,705 shares of Common Stock initially underlie the $603,750,000 original principal amount of the Debentures. The original principal amount of the Debentures was reduced to an adjusted principal amount of $585,123,865.78 as of September 9, 2024 as a result of (i) an extraordinary additional distribution, (ii) excess regular cash dividends and (iii) rate maintaining adjustments made to maintain a 2.75% fixed interest rate on the adjusted principal amount of the Debentures.
- [F3]Each Debenture is exchangeable at the option of the holder during specified periods. Holders of the Debentures may put them to the Reporting Person on December 1, 2024, or prior thereto following the occurrence of a "fundamental change," and the Debentures may be redeemed by the Reporting Person, (i) in whole or in part, on or after December 1, 2024 at any time, or (ii) in whole, but not in part, prior to December 1, 2024, after the occurrence of certain conditions or events. The redemption of any Debenture by the Reporting Person or a purchase of any Debenture pursuant to a holder's put right, shall be cash settled by the Reporting Person generally for a sum equal to (x) the adjusted principal amount of such Debentures, (y) accrued and unpaid interest on such Debenture and (z) any final period distribution on such Debenture.
- [F4](Continued from footnote 3) The Reporting Person elected to treat the Transactions (as defined below) as a "fundamental change" pursuant to the terms of the indenture governing the Debentures.
Documents
Issuer
SIRIUS XM HOLDINGS INC.
CIK 0000908937
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0002003397
Filing Metadata
- Form type
- 3
- Filed
- Sep 8, 8:00 PM ET
- Accepted
- Sep 9, 6:16 PM ET
- Size
- 9.5 KB