Liberty Media Corp's Form 4 filing
Sirius XM Holdings Inc. (SIRI) · filed Mar 10, 2023
- Accession no.
- 0001104659-23-031372
- Filed
- Mar 10, 2023
- Trade date
- Mar 8, 2023
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 1 derivative transaction. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Liberty Media CorpCIK 0001560385 | Director, 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Mar 8, 2023 | Common Stock | PPurchaseAcquired | +14,457,811 | $112,139,108.20F3 | – | – | Direct | Price outlier |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F3
On March 8, 2023, the reporting person repurchased, in cash, $115,948,000 aggregate original principal amount of the Debentures. Holders of the Debentures received payment of $967.15 for each $1,000 original principal amount of the Debentures accepted for purchase, plus accrued and unpaid interest.
Referenced by the price of 1 transaction in Table II.
Remarks
Each Debenture is exchangeable at the option of the holder, subject to certain terms and conditions, during specified periods after: (i) the market value of the underlying Common Stock exceeds 130% of the principal amount of the Debenture; (ii) the trading price of a Debenture is less than 98% of the market value of the underlying Common Stock; (iii) the occurrence of a "fundamental change" or a "make-whole fundamental change" with respect to a significant reference company; (iv) the Debenture is called for redemption; (v) the reporting person elects to transfer its obligations under the Debentures and the indenture governing the Debentures to a "qualified successor entity" and the reporting person does not provide an irrevocable, full and unconditional guarantee of the "qualified successor entity's" payment obligations thereunder; and (vi) the issuer of the Common Stock declares or makes a dividend or distribution that, pursuant to the terms of the Debentures, would reduce the principal amount of the Debentures to $0.00 or such principal amount is otherwise reduced to $0.00. The Debentures are also exchangeable at any time during the period commencing on January 1, 2023 through the close of business on the second scheduled trading day immediately preceding April 7, 2023, and during the period commencing on January 1, 2048 through the close of business on the second scheduled trading day immediately preceding the maturity date of the Debentures.