Sirius (SIRI) EVP and CFO awarded new restricted stock grants

Rhea-AI Filing Summary

Sirius Holdings Inc.'s EVP and CFO Zachary Coughlin reported awards of company common stock tied to restricted stock units. On 02/10/2026 he acquired 193,335 shares at $0.0000 per share, bringing his directly held balance to 193,335 shares.

On the same date he received an additional 96,667 shares at $0.0000 per share, increasing his directly held total to 290,002 shares of common stock. Approximately one-half of the restricted stock units from the first grant will vest on 01/02/2027 and 01/02/2028.

For the second grant, approximately one-third of the restricted stock units will vest on 01/02/2027, one-third on 01/02/2028, and one-third on 12/29/2028, indicating a multi-year equity incentive structure for the CFO.

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

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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^*

Coughlin Zachary

(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)
	EVP and CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		A		193,335(1)	A	$0.0000	193,335	D
Common Stock	02/10/2026		A		96,667(2)	A	$0.0000	290,002	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. Approximately one-half of restricted stock units will vest on 1/2/2027 and 1/2/2028.

2. Approximately one-third of restricted stock units will vest on 1/2/2027; 1/2/2028 and 12/29/2028.

	Ruth Ziegler, attorney-in-fact	02/12/2026
	** 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).
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FAQ

What insider transaction did SIRI EVP and CFO Zachary Coughlin report?

Zachary Coughlin reported receiving two equity awards in Sirius Holdings common stock. He acquired 193,335 shares and 96,667 shares at $0.0000 per share on 02/10/2026, increasing his directly held total to 290,002 shares after the reported transactions.

Were the SIRI shares reported by Zachary Coughlin purchases or grants?

The SIRI shares were reported as grants, not open-market purchases. The Form 4 uses transaction code “A” with the description “Grant, award, or other acquisition,” and each transaction shows a price per share of $0.0000, consistent with restricted stock unit awards.

How many SIRI shares does the EVP and CFO hold after these Form 4 transactions?

After the reported transactions, EVP and CFO Zachary Coughlin directly holds 290,002 shares of Sirius Holdings common stock. This figure reflects the cumulative total following the two grant transactions dated 02/10/2026 disclosed in the Form 4 filing.

What are the vesting terms for Zachary Coughlin’s 193,335-share SIRI award?

The 193,335-share award represents restricted stock units with multi-year vesting. Approximately one-half of these restricted stock units will vest on 01/02/2027 and the remaining half will vest on 01/02/2028, aligning the award with a two-year vesting schedule.

How do the 96,667 SIRI restricted stock units reported by the CFO vest over time?

The 96,667 restricted stock units vest in three stages. Approximately one-third will vest on 01/02/2027, another third on 01/02/2028, and the final third on 12/29/2028, creating a three-tranche vesting schedule for this particular equity grant.

Does the Form 4 show direct or indirect ownership for the SIRI shares?

The Form 4 reports all disclosed Sirius Holdings common stock as directly owned. Each transaction lists ownership as “D” for direct, with no nature of indirect beneficial ownership specified, indicating the shares are held directly by Zachary Coughlin.