Form 4: SIRI COO Thorsen Sells Shares for Tax Withholding

Sirius XM Holdings Inc.'s EVP and COO, Wayne Thorsen, disposed of 28,750 shares of common stock to cover tax obligations related to restricted stock unit vesting.

Summary

• Wayne Thorsen, Executive Vice President and Chief Operating Officer of Sirius XM Holdings Inc. (SIRI), reported a transaction on December 16, 2025.
• Thorsen disposed of 28,750 shares of SIRI common stock at a price of $21.54 per share.
• This transaction was a surrender of shares to the company to cover withholding taxes upon the vesting of restricted stock units and related dividends.
• Following this transaction, Thorsen directly beneficially owns 113,676 shares of common stock.
• The transaction was made pursuant to a Rule 10b5-1(c) plan, indicating it was pre-scheduled.

Sentiment

Score: 5

Explanation: Neutral. This is a routine, non-discretionary transaction for tax withholding purposes upon RSU vesting, which is a common occurrence for executives with equity compensation. It does not indicate a positive or negative sentiment towards the company's future prospects.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-planned and routine event rather than a discretionary sale.

Negatives

• A reduction in direct beneficial ownership of 28,750 shares of common stock by a key executive.

Future Outlook

NA

Industry Context

This is a routine insider transaction related to executive compensation and tax obligations, common across all publicly traded companies when restricted stock units vest. It does not reflect specific industry trends for the broadcasting or entertainment sector.

Comparison to Industry Standards

• The practice of executives surrendering shares to cover tax liabilities upon the vesting of restricted stock units is a standard and common practice in executive compensation across all industries, including media and entertainment companies like Sirius XM.
• This type of transaction is a routine part of managing equity compensation and is not indicative of specific company performance or a change in investment strategy.

Corporate Governance

Stakeholder Impact

• Shareholders: Minimal impact, as it's a routine tax-related transaction and not a discretionary sale. It slightly reduces the executive's direct ownership but is part of a compensation package.

Key Dates

Keywords

Sirius XM Holdings, SIRI, Wayne Thorsen, insider trading, Form 4, stock sale, tax withholding, restricted stock units, RSU vesting, executive compensation