SEC Form 4 · accession 0001225208-18-002145
SIRIUS XM HOLDINGS INC. · (SIRI)
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph A Verbrugge
Officer — EVP, Sales and Development
Period of report
Feb 1, 2018
Accepted (ET)
Feb 5, 2018 · 4:15 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000908937
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 1, 2018 | M | 2,730,483 | $4.01 | A | 2,986,689 | D | |
| Common Stock | Feb 1, 2018 | M | 537,375 | $3.3699 | A | 3,524,064 | D | |
| Common Stock | Feb 1, 2018 | M | 479,450 | $3.92 | A | 4,003,514 | D | |
| Common Stock | Feb 1, 2018 | M | 434,320 | $3.61 | A | 4,437,834 | D | |
| Common StockF1 | Feb 1, 2018 | A | 81,833 | $0.00 | A | 4,519,667 | D | |
| Common StockF2 | Feb 1, 2018 | S | 863,570 | $6.0989 | D | 3,656,097 | D | |
| Common StockF3 | Feb 1, 2018 | F | 3,318,058 | $6.11 | D | 338,039 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F4 | $6.11 | Feb 1, 2018 | A | 452,878 | A | Feb 1, 2019 | Feb 1, 2028 | Common Stock | 452,878 | 452,878 | D |
| Stock Option (Right to Buy) | $3.3699 | Feb 1, 2018 | M | 537,375 | D | Aug 5, 2015 | Aug 5, 2024 | Common Stock | 537,375 | 179,125 | D |
| Stock Option (Right to Buy) | $3.92 | Feb 1, 2018 | M | 479,450 | D | Aug 5, 2016 | Aug 5, 2025 | Common Stock | 479,450 | 479,450 | D |
| Stock Option (Right to Buy) | $3.61 | Feb 1, 2018 | M | 434,320 | D | Aug 19, 2014 | Aug 19, 2023 | Common Stock | 434,320 | 0 | D |
| Stock Option (Right to Buy) | $4.01 | Feb 1, 2018 | M | 2,730,483 | D | Dec 11, 2016 | Dec 11, 2025 | Common Stock | 2,730,483 | 1,365,241 | D |
Explanation of responses
- F1Approximately one-third of restricted stock units will vest on each of 2/1/19, 2/1/20 and 2/1/21.
- F2Represents the weighted average sales price for the price increments ranging from $6.06 to $6.17. The Reporting Person undertakes to provide, upon request by the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3Represents the exercise price of the stock option referenced in Table II and associated taxes which was paid by way of the withholding by the Company of shares with a value equal to the exercise price and such taxes.
- F4Approximately one-third of options will vest on each of 2/1/19; 2/1/20 and 2/1/21.