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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units-LSXMK (4) | (5) | 06/08/2020 | A | 229 | 06/17/2020 | 06/17/2020 | Series C Liberty SiriusXM Common Stock | 229 | $ 0 | 229 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MAFFEI GREGORY B 12300 LIBERTY BOULEVARD ENGLEWOOD, CO 80112 |
X | President, CEO |
/s/ Craig Troyer as Attorney-in-Fact for Gregory B. Maffei | 06/10/2020 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents an award of restricted stock which will fully vest on June 17, 2020. In connection with the Issuer's recently completed rights offering to purchase shares of Series C Liberty SiriusXM common stock ("LSXMK"), holders of stock options relating to shares of Series A or Series C Liberty SiriusXM common stock received a grant of restricted shares of LSXMK to account for the impact on the value of the common stock underlying these options. These grants of restricted shares were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
(2) | The number of shares reported as held in the reporting person's 401(k) is based on a statement from the Plan Administrator dated as of May 31, 2020. |
(3) | The reporting person is the sole trustee of the grantor retained annuity trust, for the benefit of himself, his spouse and his children. |
(4) | Represents an award of restricted stock units which will fully vest on June 17, 2020. In connection with the Issuer's recently completed rights offering to purchase shares of LSXMK, holders of restricted stock units relating to shares of Series A or Series C Liberty SiriusXM common stock received a grant of restricted stock units with respect to LSXMK to account for the impact on the value of the common stock underlying these restricted stock units. These grants of restricted stock units were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. |
(5) | Each restricted stock unit represents a contingent right to receive one share of Series C Liberty SiriusXM common stock. |