Sirius XM (SIRI) COO Thorsen gains 1,871 shares from $0.27 dividend adjustment

Rhea-AI Filing Summary

SIRIUS XM HOLDINGS INC. EVP and Chief Operating Officer Wayne Thorsen reported an automatic acquisition of 1,871 shares of common stock on account of dividend-equivalent restricted stock units. These additional units arose from a $0.27 per share cash dividend paid on May 27, 2026 to holders of common stock as of the May 11, 2026 record date. After this award, Thorsen directly holds 214,557 shares, and the new units carry the same vesting and settlement terms as the underlying restricted stock units.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Thorsen Wayne

Role EVP, Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,871	$0.00	--

Holdings After Transaction: Common Stock — 214,557 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Dividend per share: $0.27 per share Shares acquired: 1,871 shares Total holdings after transaction: 214,557 shares +1 more

4 metrics

Dividend per share $0.27 per share Cash dividend paid on May 27, 2026

Shares acquired 1,871 shares Automatic award from dividend-equivalent RSUs on May 27, 2026

Total holdings after transaction 214,557 shares Common stock directly held by Wayne Thorsen after Form 4 transaction

Record date for dividend May 11, 2026 Holders of common stock on this date received the $0.27 dividend

Key Terms

cash dividend, outstanding common stock, restricted stock units, record date

4 terms

cash dividend financial

"On May 27, 2026, Sirius XM Holdings Inc. paid a cash dividend of $0.27 per share"

A cash dividend is a payment made by a company to its shareholders directly in money, usually on a regular schedule. It is a way for investors to receive a portion of the company's profits, similar to earning interest or a bonus for holding the company's stock. Cash dividends provide income to shareholders and can indicate the company's financial health and stability.

outstanding common stock financial

"on each share of its outstanding common stock"

Outstanding common stock represents the total number of shares of a company's basic ownership that are currently held by all shareholders, including individual investors and institutions. It reflects how many pieces of the company are available to be owned, bought, or sold. This figure matters to investors because it influences the company's stock price, voting power, and how its value is divided among shareholders.

restricted stock units financial

"the agreement governing the outstanding restricted stock units held by the filer"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

record date financial

"The dividend was payable to all holders of Sirius XM's common stock on the record date, May 11, 2026"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Thorsen Wayne

(Last) (First) (Middle)

1221 AVENUE OF THE AMERICAS

(Street)

NEW YORK NEW YORK 10020

(City) (State) (Zip)

UNITED STATES

(Country)

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)
	EVP, Chief Operating Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026

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

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

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

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	05/27/2026		A		1,871(1)	A	$0.0000	214,557	D

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 May 27, 2026, 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, May 11, 2026. 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.

	Ruth Ziegler, attorney-in-fact	05/27/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did SIRI (Sirius XM) COO Wayne Thorsen report?

Wayne Thorsen reported an automatic acquisition of 1,871 shares of common stock tied to his restricted stock units. These additional units resulted from a dividend-equivalent adjustment, not an open-market purchase or sale, and are subject to existing vesting and settlement terms.

Why did Wayne Thorsen receive additional shares in SIRI on May 27, 2026?

He received additional restricted stock units because Sirius XM paid a $0.27 per-share cash dividend on May 27, 2026. Under his award agreement, cash dividends create equivalent stock unit credits that mirror the underlying restricted stock units’ vesting and settlement conditions.

How many Sirius XM shares does Wayne Thorsen hold after this Form 4 filing?

Following the dividend-related award, Wayne Thorsen directly holds 214,557 shares of Sirius XM common stock. This figure includes the additional 1,871 shares credited through dividend-equivalent restricted stock units described in the May 27, 2026 transaction.

What dividend did Sirius XM (SIRI) pay related to this insider Form 4?

Sirius XM paid a cash dividend of $0.27 per share on May 27, 2026 to each share of outstanding common stock. Holders of record on May 11, 2026, including restricted stock unit arrangements like Thorsen’s, received corresponding value or dividend-equivalent adjustments.

Are Wayne Thorsen’s new SIRI restricted stock units immediately vested?

No. The additional restricted stock units granted to Wayne Thorsen from the dividend are subject to the same vesting and settlement conditions as the underlying restricted stock units. They do not accelerate vesting and follow the original award schedule.