SIRIUS XM HOLDINGS INC. 8-K

What Happened
Sirius XM Holdings Inc. (through subsidiary Sirius XM Radio LLC) announced it settled a cash tender offer for its 3.125% Senior Notes due 2026. On March 5, 2026, approximately $498.9 million (49.89%) of the 3.125% notes were purchased in the Tender Offer. On March 10, 2026, SiriusXM deposited U.S. treasuries with the trustee to pay the remaining outstanding principal and accrued interest to maturity and to satisfy and discharge the 3.125% notes, the related guarantees and the indenture. Portions of the net proceeds from SiriusXM’s March 4, 2026 issuance of 5.875% Senior Notes due 2032 funded both the Tender Offer and the Satisfaction and Discharge.

Key Details

• Tender Offer settlement date: March 5, 2026 — ~$498.9 million (49.89%) of 3.125% notes purchased.
• Amount remaining after tender (before discharge): $501.1 million aggregate principal of 3.125% notes.
• Satisfaction and Discharge: March 10, 2026 — U.S. treasuries deposited with U.S. Bank Trust Company (trustee) to pay outstanding principal and accrued interest to maturity and discharge the indenture and guarantees.
• Funding source: a portion of proceeds from issuance of 5.875% Senior Notes due 2032 (issued March 4, 2026).

Why It Matters
This removes the 3.125% Senior Notes due 2026 and the related guarantees and indenture as obligations of SiriusXM, reducing near-term debt under that instrument. The company funded the retirements using proceeds from longer-dated 5.875% notes due 2032, which changes SiriusXM’s maturity profile and shifts some near-term debt into longer-term obligations. Investors should note the concrete dollar amounts and dates above when assessing the company’s debt timeline and upcoming interest obligations.