Sirius XM Insider Update: 450 RSUs Issued to Chief Content Officer

Rhea-AI Filing Summary

Form 4 filing for Scott Andrew Greenstein, President & Chief Content Officer at Sirius XM (SIRI). The filing reports that on 08/27/2025 the reporting person was credited with 450 additional restricted stock units (RSUs) at a $0.00 per-share price as a dividend-equivalent issuance tied to Sirius XM's cash dividend of $0.27 per share paid to holders of record on 08/08/2025. After the issuance the reporting person beneficially owned 49,749 shares directly and had an indirect interest of 8,661 shares held through a 401(k) plan. The additional RSUs carry the same vesting and settlement terms as the underlying awards.

Insights

Corporate Governance Expert

TL;DR: Routine dividend-equivalent issuance of RSUs to an executive; no change to voting shares reported.

The filing documents a standard corporate practice where dividend payments triggered additional restricted stock units under the award agreement. This preserves the economic equivalence of equity awards when cash dividends are declared. The disclosure specifies the exact increment (450 RSUs) and updated ownership totals (49,749 direct; 8,661 indirect), which is transparent and consistent with Section 16 reporting. There is no indication of exercised options, sales, or other transactions that would materially alter control or governance.

Executive Compensation Analyst

TL;DR: Dividend-equivalent RSUs were granted; treatment follows award terms and does not represent new cash compensation.

The 450 RSUs were issued as dividend equivalents tied to the company's $0.27 per-share cash dividend. The filing clarifies these units remain subject to the same vesting and settlement conditions as the underlying restricted stock units, indicating they are deferred/share-based compensation rather than immediate cash pay. The update to beneficial ownership provides useful detail for assessing the executive's equity stake and incentive exposure.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Greenstein Scott Andrew

(Last) (First) (Middle)

1221 AVENUE OF THE AMERICAS

(Street)

NEW YORK NY 10020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SIRIUS XM HOLDINGS INC. [ (SIRI) ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Pres. & Chief Content Officer

3. Date of Earliest Transaction (Month/Day/Year)
08/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/27/2025		A		450(1)	A	$0.0000	49,749	D
Common Stock								8,661	I	By 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. On August 27, 2025, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.27 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, August 8, 2025. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

Remarks:

powgreen.txt

	/s/Richard N. Baer, attorney-in-fact	08/27/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

FAQ

What transaction is reported in the SIRI Form 4 for Scott Greenstein?

The report discloses receipt of 450 restricted stock units (RSUs) on 08/27/2025 issued as dividend equivalents tied to Sirius XM's cash dividend.

How many Sirius XM shares does the reporting person beneficially own after the transaction?

After the issuance the reporting person beneficially owned 49,749 shares directly and had an indirect interest of 8,661 shares through a 401(k) plan.

What dividend triggered the RSU issuance in the Form 4?

Sirius XM paid a cash dividend of $0.27 per share on 08/27/2025 to holders of record on 08/08/2025, which led to the dividend-equivalent RSUs.

Are the additional RSUs immediately vested and settled?

No. The filing states the additional RSUs are subject to the same vesting and settlement conditions as the underlying restricted stock units.

Does the Form 4 show any sales or exercises by the reporting person?

No. The Form 4 reports only an acquisition (450 RSUs); there are no sales or option exercises disclosed.