�鶹app

(3)������Stock-Based Compensation

�鶹app grants, to certain of its directors, employees and employees of its subsidiaries, restricted stock, restricted stock units (“RSUs”) and stock options to purchase shares of its common stock (collectively, "Awards"). The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value (“GDFV”) of the Award, and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award). The Company measures the cost of employee services received in exchange for a liability classified Award based on the current fair value of the Award, and remeasures the fair value of the Award at each reporting date.

In connection with the Formula One Distribution, for �鶹app employees, directors, and Formula 1 employees, the number of shares subject to stock options of Series C �鶹app Formula One common stock as well as the corresponding exercise price were adjusted to preserve the intrinsic value of the Series C �鶹app Formula One common stock options and the ratio of the exercise price to the Series C �鶹app Formula One common stock market price pre-ex-dividend date.

In connection with the Reclassification, and with respect to �鶹app employees and directors, each holder of an outstanding option award to purchase shares of Series C common stock of �鶹app SiriusXM or �鶹app Formula One

received a new option award to purchase shares of Series C common stock of �鶹app SiriusXM or �鶹app Formula One, respectively, along with new option awards to purchase Series C �鶹app Live common stock with appropriate adjustments being made to determine the number of shares and applicable exercise price subject to each such award after giving effect to the Reclassification. ��These adjustments were designed to preserve the intrinsic value and the ratio of the exercise price to market price associated with each original Series C common stock of �鶹app SiriusXM or �鶹app Formula One option award prior to the Reclassification.

In connection with the Reclassification, and with respect to Formula 1 employees, each holder of an outstanding option award to purchase shares of Series C �鶹app Formula One common stock received a new option award to purchase shares of Series C �鶹app Formula One common stock with appropriate adjustments being made to determine the number of shares and applicable exercise price subject to each such award after giving effect to the Reclassification. ��These adjustments were designed to preserve the intrinsic value and the ratio of the exercise price to market price associated with each original Series C �鶹app Formula One common stock option award prior to the Reclassification.

Included in the accompanying condensed consolidated statements of operations are the following amounts of stock-based compensation, as discussed below:

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�鶹app—Grants of Awards

Options granted during the nine months ended September 30, 2023 are summarized as follows:

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The Company did not grant any options to purchase Series A or Series B �鶹app SiriusXM, �鶹app Formula One, �鶹app Live or �鶹app Braves common stock during the nine months ended September 30, 2023.

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Also during the nine months ended September 30, 2023, the Company granted 31 thousand and 81 thousand performance-based RSUs of Series C common stock of �鶹app Braves and �鶹app Formula One, respectively, to our CEO. ��The RSUs had a GDFV of $34.44 per share and $75.12 per share, respectively, and cliff vest one year from the month of grant, subject to the satisfaction of certain performance objectives. Performance objectives, which are subjective, are considered in determining the timing and amount of compensation expense recognized. When the satisfaction of the performance objectives becomes probable, the Company records compensation expense. The probability of satisfying the performance objectives is assessed at the end of each reporting period.

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�鶹app calculates the GDFV for all of its equity classified options and the subsequent remeasurement of its liability classified options using the Black-Scholes Model. �鶹app estimates the expected term of the options based on historical exercise and forfeiture data. The volatility used in the calculation for options is based on the historical volatility of �鶹app common stock and the implied volatility of publicly traded �鶹app options. �鶹app uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject options.

�鶹app—Outstanding Awards

The following tables present the number and weighted average exercise price ("WAEP") of options to purchase �鶹app common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the options. ��

�鶹app SiriusXM

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�鶹app Formula One

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�鶹app Live

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�鶹app Braves

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As of September 30, 2023, there were no outstanding Series A or Series B options to purchase shares of Series A or Series B �鶹app SiriusXM common stock, �鶹app Formula One common stock or �鶹app Live common stock.

As of September 30, 2023, the total unrecognized compensation cost related to unvested Awards was approximately $11 million. Such amount will be recognized in the Company's condensed consolidated statements of operations over a weighted average period of approximately 1.6 years.

As of September 30, 2023, �鶹app reserved 6.0 million shares, 6.4 million shares and 1.6 million shares of Series C common stock of �鶹app SiriusXM, �鶹app Formula One and �鶹app Live, respectively, for issuance under exercise privileges of outstanding stock options.

Sirius XM Holdings — Stock-based Compensation

Sirius XM Holdings granted various types of stock awards to its employees during the nine months ended September 30, 2023. As of September 30, 2023, Sirius XM Holdings has approximately 127 million options outstanding of which approximately 84 million are exercisable, each with a WAEP per share of $5.55 and $5.42, respectively. The aggregate intrinsic value of Sirius XM Holdings options outstanding and exercisable as of September 30, 2023 is $20 million and $19 million, respectively. During the nine months ended September 30, 2023, Sirius XM Holdings granted approximately 45 million nonvested RSUs with a GDFV per share of $4.72. Stock-based compensation expense related to Sirius XM Holdings was $48 million and $51 million for the three months ended September 30, 2023 and 2022, respectively, and $135 million and $143 million for the nine months ended September 30, 2023 and 2022, respectively. As of September 30, 2023, the total unrecognized compensation cost related to unvested Sirius XM Holdings stock options and RSUs was $479 million. The Sirius XM Holdings unrecognized compensation cost will be recognized in the Company's condensed consolidated statements of operations over a weighted average period of approximately 2.7 years.