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(3)����Tracking Stocks

A tracking stock is a type of common stock that the issuing company intends to reflect or “track” the economic performance of a particular business or “group,” rather than the economic performance of the company as a whole.

On July 18, 2023, the Company completed the split-off of its wholly owned subsidiary, Atlanta Braves Holdings (the “Atlanta Braves Holdings Split-Off”). The Atlanta Braves Holdings Split-Off was accomplished by a redemption by the Company of each outstanding share of �鶹app Braves common stock in exchange for one share of the corresponding series of Atlanta Braves Holdings common stock. Atlanta Braves Holdings was comprised of the businesses, assets and liabilities attributed to the �鶹app Braves Group (the “Braves Group”) immediately prior to the Atlanta Braves Holdings Split-Off, except for the intergroup interests in the Braves Group attributed to the �鶹app SiriusXM Group and the �鶹app Formula One Group (the “Formula One Group”), which were settled and extinguished in connection with the Atlanta Braves Holdings Split-Off.

On August 3, 2023, the Company reclassified its then-outstanding shares of common stock into three new tracking stocks — �鶹app SiriusXM common stock, �鶹app Formula One common stock and �鶹app Live common stock, and, in connection therewith, provided for the attribution of the businesses, assets and liabilities of the Company’s remaining tracking stock groups among its newly created �鶹app SiriusXM Group, Formula One Group and �鶹app Live Group (the “Reclassification”). As a result of the Reclassification, each then-outstanding share of �鶹app SiriusXM common stock was reclassified into one share of the corresponding series of new �鶹app SiriusXM common stock and 0.2500 of a share of the corresponding series of �鶹app Live common stock and each outstanding share of �鶹app Formula One common stock was reclassified into one share of the corresponding series of new �鶹app Formula One common stock and 0.0428 of a share of the corresponding series of �鶹app Live common stock.

Each of the Atlanta Braves Holdings Split-Off and the Reclassification were intended to be tax-free to stockholders of the Company, except with respect to the receipt of cash in lieu of fractional shares. In July 2024, the IRS completed its review of the Reclassification and notified the Company that it agreed with the nontaxable characterization of the transaction. In September 2024, the IRS completed its review of the Atlanta Braves Holdings Split-Off and notified the Company that it agreed with the nontaxable characterization of the transaction. The Atlanta Braves Holdings Split-Off and the Reclassification are reflected in the Company’s consolidated financial statements on a prospective basis.

While the Formula One Group and the �鶹app Live Group have separate collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot own assets, issue securities or enter into legally binding agreements. Holders of tracking stock have no direct claim to the group’s stock or assets and therefore, do not own, by virtue of their ownership of a �鶹app tracking stock, any equity or voting interest in a public company, such as Live Nation, in which �鶹app holds an interest that is attributed to a �鶹app tracking stock group, the �鶹app Live Group. Holders of tracking stock are also not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation.

The �鶹app Formula One common stock is intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the Formula One Group, which, as of December 31, 2024, include �鶹app’s interests in Formula��1 and QuintEvents, cash and �鶹app’s 2.25% Convertible Senior Notes due 2027. As of December��31, 2024, the Formula One Group has cash and cash equivalents of approximately $2,631��million, which includes $1,389��million of subsidiary cash.

The �鶹app Live common stock is intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the �鶹app Live Group. As of December 31, 2024, the �鶹app Live Group is primarily comprised of �鶹app’s interest in Live Nation, cash, other minority investments, �鶹app’s 2.375% Exchangeable Senior Debentures due 2053 and an undrawn margin loan. As of December 31, 2024, the �鶹app Live Group has cash and cash equivalents of approximately $325��million.

Prior to the �鶹app Sirius XM Holdings Split-Off, the �鶹app SiriusXM common stock was intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the �鶹app SiriusXM Group. At the time of the �鶹app Sirius XM Holdings Split-Off, the �鶹app SiriusXM Group was comprised of �鶹app’s interest in Sirius XM Holdings, corporate cash, �鶹app’s 3.75% Convertible Senior Notes due 2028, �鶹app’s 2.75% Exchangeable Senior Debentures due 2049 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of �鶹app. As disclosed in note 1, �鶹app Sirius XM Holdings is presented as a discontinued operation in the Company’s consolidated financial statements. Prior to the Reclassification, �鶹app’s interest in Live Nation, �鶹app’s 0.5% Exchangeable Senior Debentures due 2050 and a margin loan secured by shares of Live Nation (the “Live Nation Margin Loan”) were attributed to the �鶹app SiriusXM Group and are presented as continuing operations in the Company’s consolidated financial statements.

Prior to the Atlanta Braves Holdings Split-Off, the �鶹app Braves common stock was intended to track and reflect the separate economic performance of the businesses, assets and liabilities attributed to the Braves Group. The Braves Group was primarily comprised of Braves Holdings, which indirectly owns the Atlanta Braves Major League Baseball Club (the “Braves”), certain assets and liabilities associated with the Braves’ stadium (the “Stadium”) and a mixed-use development around the Stadium that features retail, office, hotel and entertainment opportunities (the “Mixed-Use Development”) and corporate cash.

On November 13, 2024, the Company announced that it is pursuing a plan to split-off the �鶹app Live Group (the “�鶹app Live Split-Off”). Immediately prior to the �鶹app Live Split-Off, QuintEvents would be reattributed from the Formula One Group to the �鶹app Live Group in exchange for certain private assets and cash. The �鶹app Live Split-Off would be effected through the redemption of �鶹app Live common stock in exchange for common stock of a newly formed company, �鶹app Live Holdings, Inc. The Company would redeem each outstanding share of its Series A, Series B and Series C �鶹app Live common stock for one share of the corresponding series of common stock of �鶹app Live Holdings, Inc. As a result of the �鶹app Live Split-Off, the Company and �鶹app Live Holdings, Inc. would be separate publicly traded companies, and the Company would no longer have a tracking stock structure. The �鶹app Live Split-Off is subject to various conditions including, among other things, shareholder approval and the receipt of an opinion of tax counsel. The �鶹app Live Split-Off is intended to be tax-free to stockholders of the Company.

As of December 31, 2021, 6,792,903 notional shares represented an 11.0% intergroup interest in the Braves Group previously held by the Formula One Group, 2,292,037 notional shares represented a 3.7% intergroup interest in the Braves Group previously held by the �鶹app SiriusXM Group and 5,271,475 notional shares represented a 2.2% intergroup interest in the Formula One Group previously held by the �鶹app SiriusXM Group.

During September 2022, the Formula One Group and the Braves Group paid approximately $64 million and $14 million, respectively, to the �鶹app SiriusXM Group to settle a portion of the intergroup interests in the Formula One Group and Braves Group held by the �鶹app SiriusXM Group, as a result of the repurchase of a portion of �鶹app’s 1.375% Cash Convertible Senior Notes due 2023 (the “Convertible Notes”). During March 2023, the Formula One Group paid approximately $202 million to the �鶹app SiriusXM Group to settle a portion of the intergroup interest in the Formula One Group held by the �鶹app SiriusXM Group, as a result of the repurchase of a portion of the Convertible Notes. On July 12, 2023, the Formula One Group paid approximately $71 million to the �鶹app SiriusXM Group to settle and extinguish the remaining intergroup interest in the Formula One Group held by the �鶹app SiriusXM Group.

In connection with the Atlanta Braves Holdings Split-Off, the intergroup interests in the Braves Group attributed to the �鶹app SiriusXM Group and Formula One Group were settled and extinguished through the attribution, to the respective tracking stock group, of Atlanta Braves Holdings Series C common stock on a one-for-one basis equal to the number of notional shares representing the intergroup interest. On July 19, 2023, the shares of Atlanta Braves Holdings Series C common stock attributed to the Formula One Group to settle and extinguish the intergroup interest in connection with the Atlanta Braves Holdings Split-Off were distributed on a pro rata basis to holders of �鶹app Formula One common stock (the “Formula One Distribution”). During November 2023, �鶹app exchanged the shares of Atlanta Braves Holdings Series C common stock attributed to the �鶹app SiriusXM Group with a third party to satisfy certain debt obligations attributed to the �鶹app SiriusXM Group. ��

See Exhibit��99.1 to this Annual Report on Form��10-K for unaudited attributed financial information for �鶹app’s tracking stock groups.