SIRI
Sirius Xm Holdings INC
NASDAQ
4/A: Sirius XM Holdings CEO Jennifer Witz Corrects Stock Ownership in Amended SEC Filing
Sentiment:
SEC Filing (Form 4/A)
7 October 2024 4:43 PM
Jennifer Witz, CEO of Sirius XM Holdings, files an amended SEC Form 4 to correct previously reported stock and option holdings following the merger with Liberty Sirius XM.
Worse than expected
The document indicates a restatement of previously filed information due to inaccuracies in the original filing, suggesting a potential lapse in internal controls or reporting procedures.
Summary
- Jennifer Witz, CEO of Sirius XM Holdings, filed an amended SEC Form 4/A on September 11, 2024, to correct information reported in the original filing on the same date.
- The amendment addresses discrepancies in the reported ownership of Sirius XM Holdings Inc. ('Old Sirius XM') common stock and stock options following the merger with Radio Merger Sub, LLC, which resulted in the creation of Liberty Sirius XM Holdings Inc. ('New Sirius XM').
- The merger involved an exchange rate of ten shares of Old Sirius XM common stock for one share of New Sirius XM common stock.
- The issuer believes Ms. Witz's ownership in Old Sirius XM may have been overstated by 16,716 shares of common stock.
- The amended filing restates Table I and II of the original Form 4 to correct stock option shares which were mistakenly stated.
Sentiment
Score: 5
Explanation: Neutral sentiment as it is a corrective filing. The correction of previously reported information introduces a slight negative aspect, but it's a necessary step for compliance.
Negatives
- The amended filing indicates that previous reports filed by Ms. Witz may have overstated her ownership in Old Sirius XM by 16,716 shares.
- The need for an amended filing suggests potential inaccuracies in the initial reporting of stock and option holdings.
Risks
- Potential for continued scrutiny regarding the accuracy of executive stock ownership reporting.
- The discrepancy in reported shares could raise concerns about internal controls and compliance procedures.
Industry Context
SEC filings related to changes in beneficial ownership are standard practice for publicly traded companies and their executives. Amendments are sometimes necessary to correct errors or omissions in previous filings.
Comparison to Industry Standards
- Comparing the stock option grants and holdings of Jennifer Witz to those of CEOs at similarly sized media and entertainment companies would provide a benchmark for assessing the magnitude of her compensation.
- Companies like Spotify, Pandora (now part of Sirius XM), and iHeartMedia could be considered peers for comparison purposes.
- Analyzing the vesting schedules and exercise prices of stock options across these companies would offer insights into industry standards for executive compensation.
Stakeholder Impact
- Shareholders may be concerned about the accuracy of previous filings and the potential implications for corporate governance.
- Employees may be indirectly affected by any changes in executive compensation or company performance resulting from the merger.
Key Dates
- December 11, 2023: Date of the Agreement and Plan of Merger.
- September 9, 2024: Date of the merger of Radio Merger Sub, LLC with and into Old Sirius XM, and date of transactions reported in the filing.
- September 11, 2024: Date of original Form 4 filing and amended Form 4/A filing.
- February 3, 2031: Expiration date of stock options acquired on September 9, 2024.
Keywords
SIRI
Sirius Xm Holdings INC
NASDAQ
Sector: Communication Services
Filings with Classifications
Worse than expected
1 May 2025 9:27 AM
Quarterly Report
- Total revenue decreased by 4% year-over-year.
- Subscriber revenue decreased by 5% due to lower subscriber numbers and ARPU.
- Adjusted EBITDA decreased by 3% to $629 million.
- Free cash flow decreased by 36% to $56 million.
- Sirius XM subscribers decreased by 2% to 32.9 million.
- Pandora monthly active users decreased by 6% to 42.4 million.
Worse than expected
14 April 2025 4:01 PM
Proxy Statement
- The company's performance against the 2024 bonus plan resulted in overall funding at 43% of target awards, indicating worse than expected results.
- SiriusXM did not meet the goals set forth in its bonus plan for 2024, with performance below threshold for total revenue and SiriusXM self-pay subscribers.
Worse than expected
30 January 2025 9:20 AM
Annual Results
- The company reported a net loss of $2,075 million, a significant downturn compared to a net income of $988 million in 2023.
- SiriusXM experienced a subscriber loss of 649,000, ending the year with 33.2 million subscribers.
- The company's adjusted EBITDA decreased by 2% to $2,732 million, and free cash flow fell by 14% to $1,015 million.
Worse than expected
30 January 2025 8:02 AM
Quarterly Report
- The company reported a net loss of $2.08 billion for the full year, primarily due to a non-cash impairment charge, indicating worse than expected results.
- Full-year revenue decreased by 3% and adjusted EBITDA decreased by 2%, showing a decline in financial performance compared to the previous year.
Worse than expected
10 December 2024 8:30 AM
Strategic Update and Executive Appointment
- The company is facing marketplace headwinds impacting its growth trajectory, leading to a strategic shift and cost-cutting measures.
- The 2025 revenue guidance of $8.5 billion is lower than the 2024 guidance of approximately $8.675 billion, indicating a potential decline in revenue.
Worse than expected
31 October 2024 10:19 AM
Quarterly Report
- The company reported a significant net loss of $2.96 billion, a substantial downturn from the net income of $291 million in the same period last year.
- The loss was primarily driven by a $3.35 billion impairment charge related to goodwill and non-controlling investments.
- Total revenue decreased by 4% year-over-year, with declines in both Sirius XM and Pandora segments.
- Sirius XM's subscriber base and ARPU declined, and Pandora's monthly active users and subscribers also decreased.
Capital raise
31 October 2024 10:19 AM
Quarterly Report
- The company has $1.5 billion available for future borrowing under the Credit Facility and $490 million available under the Incremental Term Loan.
- The company may from time to time purchase its outstanding debt through open market purchases, privately negotiated transactions or otherwise.
- The company expects to use the proceeds of the Incremental Term Loan to refinance the Exchangeable Notes.
- If additional debt financing is not available, the company may obtain liquidity through the issuance and sale of its equity securities.
Worse than expected
31 October 2024 7:56 AM
Quarterly Report
- The company reported a net loss of $2.96 billion, primarily due to a non-cash impairment charge, which is significantly worse than the net income of $291 million in the same quarter of the previous year.
- Revenue decreased by 4% year-over-year, indicating a decline in the company's top-line performance.
- Adjusted EBITDA decreased by 7% year-over-year, showing a decline in profitability.
Better than expected
11 October 2024 7:07 PM
SEC Form 4 Filing
- The document contains better than expected results because a major investor, Berkshire Hathaway, is increasing its stake in the company, signaling confidence in its future prospects.
Worse than expected
7 October 2024 4:43 PM
SEC Filing (Form 4/A)
- The document indicates a restatement of previously filed information due to inaccuracies in the original filing, suggesting a potential lapse in internal controls or reporting procedures.
Worse than expected
1 August 2024 9:38 AM
Quarterly Report
- The company's total revenue decreased by 3% year-over-year.
- Sirius XM's subscriber base declined to 33.3 million.
- Pandora's monthly active users decreased by 5% to 45.1 million.
Worse than expected
1 August 2024 7:58 AM
Quarterly Report
- The company's revenue decreased by 3% year-over-year, indicating a worse performance compared to the previous year.
- SiriusXM's self-pay subscribers decreased by approximately 100,000, which is a negative trend.
Worse than expected
30 April 2024 9:25 AM
Quarterly Report
- The company experienced a decline in its subscriber base for both Sirius XM and Pandora, indicating worse than expected performance in user acquisition and retention.
Worse than expected
1 February 2024 9:35 AM
Annual Results
- The company's total revenue, subscriber numbers, adjusted EBITDA, and free cash flow all decreased year-over-year, indicating worse than expected results.
Worse than expected
1 February 2024 7:58 AM
Quarterly Report
- The company's adjusted EBITDA and free cash flow decreased year-over-year, indicating a decline in profitability.
- SiriusXM's self-pay subscriber base decreased for the full year, which is a negative trend for a subscription-based business.
- The company's revenue decreased by 1% year-over-year, indicating a lack of growth.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.