Sirius XM Stockholder Litigation

This official website is maintained by the Settlement Administrator under the supervision of Lead Counsel in the Action entitled Fishel v. Liberty Media Corporation, et al., C.A. No. 2021-0820-KSJM- pending in the Court of Chancery of the State of Delaware.


The information contained on this website is only a summary of the information presented in more detail in the Notice of Pendency and Proposed Settlement of Stockholder Class and Derivative Action, Settlement Hearing, and Right to Appear (the “Notice”). Because this website is just a summary, you should review the Notice for additional details.

This website relates to stockholder class and derivative action (the “Action”) pending in the Court of Chancery of the State of Delaware (the “Court”).

Plaintiff Vladimir Fishel (“Plaintiff”), derivatively on behalf of Sirius XM Holdings Inc. (“Sirius XM” or the “Company”) and directly on behalf of himself and the other members of the Settlement Class (as defined below); nominal defendant Sirius XM; defendant Liberty Media Corporation (“Liberty Media”); and defendants Gregory B. Maffei, James E. Meyer, Jennifer Witz, Evan D. Malone, David A. Blau, Robin P. Hickenlooper, Michael Rapino, David Zaslav, Jonelle Procope, Kristina M. Salen, and Carl E. Vogel (the “Director Defendants,” and together with Sirius XM and Liberty Media, “Defendants”) (Plaintiff and Defendants, together, the “Parties”) have reached a proposed settlement of the Action for $36,000,000.00 (United States Dollars) in cash (the “Settlement”). The Settlement, if approved by the Court, will resolve all claims in the Action.

If you are a member of the Settlement Class, you are subject to the Settlement. The Settlement Class preliminarily certified by the Court solely for purposes of the Settlement consists of:

All holders of Sirius XM common stock as of the close of trading on January 5, 2024 (the “Settlement Date”), excluding any persons who held Sirius XM common stock as of the close of trading on the Settlement Date and were: (i) Defendants; (ii) directors and Section 16 Officers of Liberty Media and Sirius XM on the Settlement Date; (iii) subsidiaries of Sirius XM or Liberty Media; (iv) an entity in which any of the foregoing had, as of the Settlement Date, a controlling interest; (v) any trusts, estates, entities, or accounts that held shares of Sirius XM common stock for the benefit of any of the foregoing; and (vi) the legal representatives, heirs, successors in interest, successors and assigns of the foregoing.

Please Note: The Settlement Class is a non-“opt-out” class pursuant to Delaware Court of Chancery Rules 23(a), 23(b)(1), and 23(b)(2). Accordingly, Class Members do not have the right to exclude themselves from the Settlement Class.

Please be patient. If the Settlement is approved by the Court, it will take some time to conduct the Settlement distribution.

PLEASE READ THE NOTICE CAREFULLY AND IN ITS ENTIRETY. The Notice explains how members of the Settlement Class will be affected by the Settlement. The following table provides a brief summary of the rights you have as a Class Member and the relevant deadlines, which are described in more detail later in the Notice.

CLASS MEMBERS’ LEGAL RIGHTS IN THE SETTLEMENT
CLASS MEMBERS MAY RECEIVE A PAYMENT FROM THE SETTLEMENT. CLASS MEMBERS DO NOT NEED TO SUBMIT A CLAIM FORM. If you are a member of the Settlement Class, you may be eligible to receive a pro rata distribution from the Settlement proceeds. Eligible Class Members do not need to submit a claim form in order to receive a distribution from the Settlement, if approved by the Court. If you are eligible for a distribution from the Settlement, it will be paid to you directly. See paragraphs 45-56 of the Notice for further discussion.
OBJECT TO THE SETTLEMENT BY SUBMITTING A WRITTEN OBJECTION SO THAT IT IS RECEIVED NO LATER THAN MARCH 25, 2024. If you held Sirius XM common stock as of the close of trading on the Settlement Date and would like to object to the proposed Settlement, the proposed Plan of Allocation, or Plaintiff’s Lead Counsel’s application for an award of attorneys’ fees and expenses, including Plaintiff’s application for an incentive award, you may write to the Court and explain the reasons for your objection.
ATTEND A HEARING ON APRIL 8, 2024 AT 11:00A.M., AND FILE A NOTICE OF INTENTION TO APPEAR SO THAT IT IS RECEIVED NO LATER THAN MARCH 25, 2024. Filing a written objection and notice of intention to appear that is received by March 25, 2024, allows you to speak in Court, at the discretion of the Court, about your objection. In the Court’s discretion, the April 8, 2024 hearing may be conducted by telephone or videoconference (see paragraphs 63-64 of the Notice). If you submit a written objection, you may (but you do not have to) attend the hearing and, at the discretion of the Court, speak to the Court about your objection.