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
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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*
MAFFEI GREGORY B

(Last) (First) (Middle)
12300 LIBERTY BOULEVARD

(Street)
ENGLEWOOD CO 80112

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liberty Media Corp [ LSXMA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President, CEO
3. Date of Earliest Transaction (Month/Day/Year)
08/03/2023
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
Series C Liberty SiriusXM Common Stock 08/03/2023 J(1) V 761 D $0(1) 0.0000 I Sheila Q Maffei 2010 Trust(2)
Series A Liberty Formula One Common Stock 08/03/2023 J(1) V 181 A $0(1) 181 I The Ralph Maffei 2010 Trust(2)
Series A Liberty Formula One Common Stock 08/03/2023 J(1) V 181 D $0(1) 0.0000 I The Ralph Maffei 2010 Trust(2)
Series A Liberty Live Common Stock 08/03/2023 J(1) V 188 A $0(1) 188 I The Ralph Maffei 2010 Trust(2)
Series A Liberty SiriusXM Common Stock 08/03/2023 J(1) V 725 A $0(1) 725 I The Ralph Maffei 2010 Trust(2)
Series A Liberty SiriusXM Common Stock 08/03/2023 J(1) V 725 D $0(1) 0.0000 I The Ralph Maffei 2010 Trust(2)
Series C Liberty Formula One Common Stock 08/03/2023 J(1) V 362 A $0(1) 362 I The Ralph Maffei 2010 Trust(2)
Series C Liberty Formula One Common Stock 08/03/2023 J(1) V 362 D $0(1) 0.0000 I The Ralph Maffei 2010 Trust(2)
Series C Liberty Live Common Stock 08/03/2023 J(1) V 431 A $0(1) 431 I The Ralph Maffei 2010 Trust(2)
Series C Liberty SiriusXM Common Stock 08/03/2023 J(1) V 1,665 A $0(1) 1,665 I The Ralph Maffei 2010 Trust(2)
Series C Liberty SiriusXM Common Stock 08/03/2023 J(1) V 1,665 D $0(1) 0.0000 I The Ralph Maffei 2010 Trust(2)
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
Stock Option (Right to Buy) - LLYVK $48.2(3) 08/08/2023 J(3) V 54,569(3) 12/30/2022 03/09/2029 Series C Liberty Live Common Stock 54,569(3) $0.0000 54,569 D
Stock Option (Right to Buy) - LLYVK $45.73(3) 08/08/2023 J(3) V 162,570(3) 12/31/2018 03/05/2025 Series C Liberty Live Common Stock 162,570(3) $0.0000 162,570 D
Stock Option (Right to Buy) - LLYVK $48.78(3) 08/08/2023 J(3) V 65,947(3) 12/31/2021 03/10/2028 Series C Liberty Live Common Stock 65,947(3) $0.0000 65,947 D
Stock Option (Right to Buy) - LLYVK $50.69(3) 08/08/2023 J(3) V 238,309(3) 12/31/2023 12/15/2026 Series C Liberty Live Common Stock 238,309(3) $0.0000 238,309 D
Stock Option (Right to Buy) - LLYVK $45.33(3) 08/08/2023 J(3) V 170,918(3) 12/31/2024 12/10/2027 Series C Liberty Live Common Stock 170,918(3) $0.0000 170,918 D
Stock Option (Right to Buy) - LSXMK $28.51(3) 08/08/2023 J(3) V 97,520(3) 03/06/2019 03/06/2026 Series C Liberty SiriusXM Common Stock 97,520(3) $0.0000 97,520 D
Stock Option (Right to Buy) - LSXMK $40.53(3) 08/08/2023 J(3) V 94,913(3) 03/06/2019 03/06/2026 Series C Liberty SiriusXM Common Stock 94,913(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $25.87(3) 08/08/2023 J(3) V 23,081(3) 05/11/2017 05/11/2024 Series C Liberty SiriusXM Common Stock 23,081(3) $0.0000 23,081 D
Stock Option (Right to Buy) - LSXMK $36.78(3) 08/08/2023 J(3) V 22,465(3) 05/11/2017 05/11/2024 Series C Liberty SiriusXM Common Stock 22,465(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $21.94(3) 08/08/2023 J(3) V 381,945(3) 12/29/2023 03/03/2030 Series C Liberty SiriusXM Common Stock 381,945(3) $0.0000 381,945 D
Stock Option (Right to Buy) - LSXMK $31.19(3) 08/08/2023 J(3) V 369,606(3) 12/29/2023 03/03/2030 Series C Liberty SiriusXM Common Stock 369,606(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $31.51(3) 08/08/2023 J(3) V 218,278(3) 12/30/2022 03/09/2029 Series C Liberty SiriusXM Common Stock 218,278(3) $0.0000 218,278 D
Stock Option (Right to Buy) - LSXMK $44.8(3) 08/08/2023 J(3) V 212,289(3) 12/30/2022 03/09/2029 Series C Liberty SiriusXM Common Stock 212,289(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $25.87(3) 08/08/2023 J(3) V 922,319(3) 12/31/2017 05/11/2024 Series C Liberty SiriusXM Common Stock 922,319(3) $0.0000 922,319 D
Stock Option (Right to Buy) - LSXMK $36.78(3) 08/08/2023 J(3) V 897,694(3) 12/31/2017 05/11/2024 Series C Liberty SiriusXM Common Stock 897,694(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $29.89(3) 08/08/2023 J(3) V 650,781(3) 12/31/2018 03/05/2025 Series C Liberty SiriusXM Common Stock 650,781(3) $0.0000 650,781 D
Stock Option (Right to Buy) - LSXMK $42.5(3) 08/08/2023 J(3) V 632,752(3) 12/31/2018 03/05/2025 Series C Liberty SiriusXM Common Stock 632,752(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $28.51(3) 08/08/2023 J(3) V 407,169(3) 12/31/2019 03/06/2026 Series C Liberty SiriusXM Common Stock 407,169(3) $0.0000 407,169 D
Stock Option (Right to Buy) - LSXMK $40.53(3) 08/08/2023 J(3) V 396,283(3) 12/31/2019 03/06/2026 Series C Liberty SiriusXM Common Stock 396,283(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $28.04(3) 08/08/2023 J(3) V 398,666(3) 12/31/2020 03/11/2027 Series C Liberty SiriusXM Common Stock 398,666(3) $0.0000 398,666 D
Stock Option (Right to Buy) - LSXMK $39.87(3) 08/08/2023 J(3) V 387,603(3) 12/31/2020 03/11/2027 Series C Liberty SiriusXM Common Stock 387,603(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $31.89(3) 08/08/2023 J(3) V 263,769(3) 12/31/2021 03/10/2028 Series C Liberty SiriusXM Common Stock 263,769(3) $0.0000 263,769 D
Stock Option (Right to Buy) - LSXMK $45.34(3) 08/08/2023 J(3) V 256,535(3) 12/31/2021 03/10/2028 Series C Liberty SiriusXM Common Stock 256,535(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $33.14(3) 08/08/2023 J(3) V 953,043(3) 12/31/2023 12/15/2026 Series C Liberty SiriusXM Common Stock 953,043(3) $0.0000 953,043 D
Stock Option (Right to Buy) - LSXMK $47.11(3) 08/08/2023 J(3) V 927,334(3) 12/31/2023 12/15/2026 Series C Liberty SiriusXM Common Stock 927,334(3) $0.0000 0.0000 D
Stock Option (Right to Buy) - LSXMK $29.63(3) 08/08/2023 J(3) V 684,068(3) 12/31/2024 12/10/2027 Series C Liberty SiriusXM Common Stock 684,068(3) $0.0000 684,068 D
Stock Option (Right to Buy) - LSXMK $42.13(3) 08/08/2023 J(3) V 665,140(3) 12/31/2024 12/10/2027 Series C Liberty SiriusXM Common Stock 665,140(3) $0.0000 0.0000 D
Explanation of Responses:
1. On August 3, 2023, the Issuer effected a reclassification and exchange (the "Reclassification and Exchange"), pursuant to which: (i) each outstanding share of Liberty SiriusXM Common Stock was reclassified into and exchanged for one share of the corresponding series of new Liberty SiriusXM Common Stock and 0.2500 of a share of the corresponding series of new Liberty Live Common Stock, and (ii) each outstanding share of Liberty Formula One Common Stock was reclassified into and exchanged for one share of the corresponding series of new Liberty Formula One Common Stock and 0.0428 of a share of the corresponding series of new Liberty Live Common Stock. The Reclassification and Exchange was exempt pursuant to Rule 16b-7 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and such transactions were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Exchange Act ("Rule 16b-3").
2. The Reporting Person is the successor trustee of the Sheila Q Maffei 2010 Trust and The Ralph Maffei 2010 Trust, which trusts are for the benefit of the estates of Ms. Sheila Maffei and Mr. Ralph Maffei, respectively. The reporting person disclaims any pecuniary interest in the shares held by the Sheila Q Maffei 2010 Trust and The Ralph Maffei 2010 Trust.
3. In connection with the Reclassification and Exchange, each outstanding option award held by the reporting person with respect to the Issuer's Liberty SiriusXM Common Stock and/or with respect to the Issuer's Liberty Formula One Common Stock (together, the "original awards") was reclassified into and exchanged for a new option award with respect to shares of the corresponding series of new Liberty SiriusXM Common Stock or new Liberty Formula One Common Stock, as applicable (together, the "new awards"), and a new Liberty Live option award to purchase shares of the corresponding series of Liberty Live Common Stock. See remarks section for additional information regarding the new awards.
Remarks:
Multiple Forms Submitted
/s/ Brittany A. Uthoff as Attorney-in-Fact for Gregory B. Maffei 08/16/2023
** 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).
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