Rapino Michael

SEC source: 0001225208-24-008615 · doc4.xml · derivative · entry 4

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 24,700 shares

Expires 2028-06-05

F3 · kind: Disposition of options to acquire shares of common stock of Old Sirius XM outstanding prior to the closing of the Merger and the acquisition of options to acquire shares of common stock of New Sirius XM in connection with the Merger. Each ten (10) options to acquire shares of common stock of Old Sirius XM resulted in the issuance of one (1) option to acquire shares of common stock of New Sirius XM, rounded down to the nearest whole option.

F3 · price: Disposition of options to acquire shares of common stock of Old Sirius XM outstanding prior to the closing of the Merger and the acquisition of options to acquire shares of common stock of New Sirius XM in connection with the Merger. Each ten (10) options to acquire shares of common stock of Old Sirius XM resulted in the issuance of one (1) option to acquire shares of common stock of New Sirius XM, rounded down to the nearest whole option.

SEC source: 0001225208-24-008615 · doc4.xml · derivative · entry 3

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 11,775 shares

Expires 2028-02-01

F3 · kind: Disposition of options to acquire shares of common stock of Old Sirius XM outstanding prior to the closing of the Merger and the acquisition of options to acquire shares of common stock of New Sirius XM in connection with the Merger. Each ten (10) options to acquire shares of common stock of Old Sirius XM resulted in the issuance of one (1) option to acquire shares of common stock of New Sirius XM, rounded down to the nearest whole option.

F3 · price: Disposition of options to acquire shares of common stock of Old Sirius XM outstanding prior to the closing of the Merger and the acquisition of options to acquire shares of common stock of New Sirius XM in connection with the Merger. Each ten (10) options to acquire shares of common stock of Old Sirius XM resulted in the issuance of one (1) option to acquire shares of common stock of New Sirius XM, rounded down to the nearest whole option.

SEC source: 0001225208-24-008615 · doc4.xml · nonDerivative · entry 2

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 25,878

F1 · security: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

F1 · kind: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

F1 · price: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

F2 · balance_after: Represents the number of shares of common stock beneficially owned following the transactions described herein.

SEC source: 0001225208-24-008615 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 284,674

F1 · security: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

F1 · kind: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

F1 · price: Represents disposition of common stock of Sirius XM Holdings Inc. ("Old Sirius XM") and acquisition of common stock of Liberty Sirius XM Holdings Inc. ("New Sirius XM") at an exchange rate of ten (10) shares of Old Sirius XM common stock to one (1) New Sirius XM share of common stock, rounded down to the nearest whole share, in connection with the September 9, 2024 merger of Radio Merger Sub, LLC with and into Old Sirius XM, with Old Sirius XM continuing as the surviving company (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of December 11, 2023, as amended (the "Merger Agreement"). Includes the disposition of restricted stock units associated with shares of common stock of Old Sirius XM and acquisition of restricted stock units associated with shares of common stock of New Sirius XM in connection with the Merger. Following the closing of the Merger, New Sirius XM changed its name to Sirius XM Holdings Inc and Old Sirius XM changed its name to Sirius XM Inc.

SEC source: 0001225208-24-008273 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 258,796

F1 · shares: On August 26, 2024, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0266 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, August 9, 2024. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001225208-24-006462 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 258,310

F1 · shares: On May 29, 2024, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0266 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, May 10, 2024. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001225208-24-006363 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 257,884

F1 · shares: Restricted stock units will vest on May 23, 2025.

SEC source: 0001335258-24-000047 · wk-form4_1712878702.xml · nonDerivative · entry 2

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,650,964

F2 · shares: Represents shares withheld for tax purposes upon vesting of restricted stock grants.

SEC source: 0001335258-24-000047 · wk-form4_1712878702.xml · derivative · entry 3

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 886,234

Underlying: Common Stock · 230,803 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: Each performance share award represents the right to receive a share restricted stock upon attainment by Issuer, from time to time, of stock price targets (based on the closing price of Issuer's common stock on the NYSE) over sixty days (which days to not have to be consecutive; the "Performance Targets") during a performance period beginning on July 1, 2022 and ending on December 31, 2027. Settlement will occur, and shares of restricted stock will be issued, if and when a particular Performance Target is met.

F4 · shares: The attainment of a stock price target resulted in the vesting and conversion of 230,803 performance shares into an equal number of shares of restricted stock reflected in Table 1.

F3 · derivative.exercise_date: Each performance share award represents the right to receive a share restricted stock upon attainment by Issuer, from time to time, of stock price targets (based on the closing price of Issuer's common stock on the NYSE) over sixty days (which days to not have to be consecutive; the "Performance Targets") during a performance period beginning on July 1, 2022 and ending on December 31, 2027. Settlement will occur, and shares of restricted stock will be issued, if and when a particular Performance Target is met.

F5 · derivative.exercise_date: The shares of restricted stock issued in respect of performance share awards upon attainment of a particular Performance Target will vest, and the restrictions thereon will lapse, as follows: (i) 50% will vest on the date of attainment of the corresponding Performance Target, (ii) 20% will vest on the second anniversary of such attainment date, (iii) 20% will vest on the third anniversary of such attainment date, and (iv) the remaining 10% will vest on the third anniversary of such attainment date (to the extent such anniversary occurs before December 31, 2027). To the extent any earned Performance Target share awards remain unvested as of December 31, 2027, such shares will vest on December 31, 2027. Vesting of performance share awards and shares of restricted stock issued in respect thereof is subject to the reporting person's continued employment with Issuer through the applicable vesting date.

F3 · derivative.expiration_date: Each performance share award represents the right to receive a share restricted stock upon attainment by Issuer, from time to time, of stock price targets (based on the closing price of Issuer's common stock on the NYSE) over sixty days (which days to not have to be consecutive; the "Performance Targets") during a performance period beginning on July 1, 2022 and ending on December 31, 2027. Settlement will occur, and shares of restricted stock will be issued, if and when a particular Performance Target is met.

F5 · derivative.expiration_date: The shares of restricted stock issued in respect of performance share awards upon attainment of a particular Performance Target will vest, and the restrictions thereon will lapse, as follows: (i) 50% will vest on the date of attainment of the corresponding Performance Target, (ii) 20% will vest on the second anniversary of such attainment date, (iii) 20% will vest on the third anniversary of such attainment date, and (iv) the remaining 10% will vest on the third anniversary of such attainment date (to the extent such anniversary occurs before December 31, 2027). To the extent any earned Performance Target share awards remain unvested as of December 31, 2027, such shares will vest on December 31, 2027. Vesting of performance share awards and shares of restricted stock issued in respect thereof is subject to the reporting person's continued employment with Issuer through the applicable vesting date.

SEC source: 0001335258-24-000047 · wk-form4_1712878702.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,712,993

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Reporting person received this restricted stock award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015, in connection with the vesting of a portion of a previously-issued performance share award upon the attainment of a stock price target, as further set forth in footnotes 3-5 below. 50% of these shares vested on April 10, 2024. The remaining shares will vest 20% on April 9, 2025, 20% on April 9, 2026 and 10% on April 9, 2027, as explained in footnote 5 below.

SEC source: 0001335258-24-000038 · wk-form4_1712089753.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,482,190

F1 · shares: Represents shares withheld for tax purposes upon vesting of restricted stock grants.

SEC source: 0001335258-24-000027 · wk-form4_1709329529.xml · nonDerivative · entry 2

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,489,100

F2 · shares: Represents shares withheld for tax purposes upon vesting of the shares referred to in clause (a) of note 1 above.

SEC source: 0001335258-24-000027 · wk-form4_1709329529.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,517,034

F1 · price: Represents shares of restricted stock issued upon certification by the Compensation Committee of the Board of Directors of the Issuer of the attainment of qualitative performance goals by the Reporting Person previously set in respect of the 2023 fiscal year. Of these shares, (a) 50% (51,970) vested on the date of issuance, and (b) the remaining 50% (51,971) will vest on February 28, 2025, subject to the Reporting Person's continued employment with the Issuer.

SEC source: 0001225208-24-003007 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 193,781

F1 · shares: On February 23, 2024, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0266 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, February 9, 2024. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001335258-24-000002 · wk-form4_1704321866.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,413,093

F1 · shares: Represents shares withheld for tax purposes upon vesting of restricted stock grants.

SEC source: 0001225208-23-010517 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 193,530

F1 · shares: On November 29, 2023, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0266 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, November 7, 2023. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001225208-23-008591 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 193,242

F1 · shares: On August 30, 2023, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0242 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, August 8, 2023. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001225208-23-006548 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 193,018

F1 · shares: Restricted stock units will vest on June 2, 2024.

SEC source: 0001225208-23-006226 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 144,135

F1 · shares: On May 24, 2023, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0242 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, May 5, 2023. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001335258-23-000031 · wf-form4_168065427916053.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 3,464,442

F1 · shares: Represents shares withheld for tax purposes upon vesting of restricted stock grants. Mr. Rapino additionally used $1,000,000 of his own cash funds to pay the remaining amount of tax withholdings due, thereby retaining ownership of 14,285 shares of common stock of the Company that would have otherwise been surrendered to the Company to pay taxes. Mr. Rapino chose to use his own funds to pay this portion of the tax withholdings rather than surrendering the 14,285 shares to the Company, as is the default under the Company's equity incentive plan, in order to maintain his strong level of stock ownership in the Company. A portion of the vesting shares were shares of restricted common stock originally issued to Mr. Rapino under the Company's equity incentive plan and had performance conditions to their vesting, which performance conditions were previously satisfied. (Continued in footnote 2 below)

F2 · shares: (Continued from footnote 1 above) Mr. Rapino's current equity interests in the Company totals 5,209,081 shares, consisting of 3,464,442 shares of common stock (inclusive of vested and unvested shares), 627,602 options to purchase common stock, and a performance share award targeted at 1,117,037 shares of common stock.

SEC source: 0001225208-23-002876 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 143,957

F1 · shares: On February 24, 2023, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0242 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, February 9, 2023. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001335258-23-000004 · wf-form4_167288536743789.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,486,646

F1 · shares: On December 31, 2022, 1,267,000 shares vested that were granted as part of a 2017 employment agreement grant. The shares were performance shares that were earned over 5 years as the stock price hit various thresholds, and only vested at the end of the contract to ensure Mr. Rapino remained employed through then. Of these shares that vested, 652,737 shares were withheld for taxes. As a result, Mr. Rapino has 3,486,646 shares following this vesting, 627,602 vested stock options, and up to 1,117,037 of unvested performance award shares.

SEC source: 0001335258-22-000158 · wf-form4_167183186236080.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,139,383

F1 · kind: This transaction consisted of a gift of shares to a 501(c)(3) charitable foundation.

SEC source: 0001335258-22-000148 · wf-form4_167062898517946.xml · derivative · entry 3

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Common Stock · 900,000 shares

Expires 2022-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017, and would have expired on December 10, 2022 if not exercised on the date hereof. THE REPORTING PERSON EXERCISED THE OPTIONS IN A MANNER INTENDED TO MAXIMIZE THE NUMBER OF SHARES ACQUIRED AND RETAINED, AFTER PAYMENT OF WITHHOLDING TAXES AND EXERCISE PRICE USING SHARES RECEIVABLE.

SEC source: 0001335258-22-000148 · wf-form4_167062898517946.xml · nonDerivative · entry 2

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,173,349

F1 · shares: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017, and would have expired on December 10, 2022 if not exercised on the date hereof. THE REPORTING PERSON EXERCISED THE OPTIONS IN A MANNER INTENDED TO MAXIMIZE THE NUMBER OF SHARES ACQUIRED AND RETAINED, AFTER PAYMENT OF WITHHOLDING TAXES AND EXERCISE PRICE USING SHARES RECEIVABLE.

SEC source: 0001335258-22-000148 · wf-form4_167062898517946.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 4,699,273

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017, and would have expired on December 10, 2022 if not exercised on the date hereof. THE REPORTING PERSON EXERCISED THE OPTIONS IN A MANNER INTENDED TO MAXIMIZE THE NUMBER OF SHARES ACQUIRED AND RETAINED, AFTER PAYMENT OF WITHHOLDING TAXES AND EXERCISE PRICE USING SHARES RECEIVABLE.

SEC source: 0001225208-22-012069 · doc4.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 143,837

F1 · shares: On November 30, 2022, Sirius XM Holdings Inc. ("Sirius XM") paid a cash dividend of $0.0242 per share on each share of its outstanding common stock. The dividend was payable to all holders of Sirius XM's common stock on the record date, November 11, 2022. Pursuant to the terms of the agreement governing the outstanding restricted stock units held by the filer, the filer received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · derivative · entry 18

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 900,000

Underlying: Common Stock · 100,000 shares

Expires 2022-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F14 · derivative.exercise_date: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 15

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,799,273

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F13 · price: This transaction was executed in multiple trades at prices ranging from $75.37 to $76.20. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 14

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,802,075

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F12 · price: This transaction was executed in multiple trades at prices ranging from $74.36 to $75.35. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 13

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,832,418

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F11 · price: This transaction was executed in multiple trades at prices ranging from $73.36 to $74.35. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 12

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,877,273

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · derivative · entry 17

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,000,000

Underlying: Common Stock · 100,000 shares

Expires 2022-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F14 · derivative.exercise_date: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 11

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,777,273

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F10 · price: This transaction was executed in multiple trades at prices ranging from $80.40 to $81.03. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 10

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,778,873

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F9 · price: This transaction was executed in multiple trades at prices ranging from $79.15 to $80.07. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 9

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,781,543

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F8 · price: This transaction was executed in multiple trades at prices ranging from $78.11 to $79.10. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 8

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,796,356

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F7 · price: This transaction was executed in multiple trades at prices ranging from $77.11 to $78.10. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 7

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,855,273

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · derivative · entry 16

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,100,000

Underlying: Common Stock · 100,000 shares

Expires 2022-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F14 · derivative.exercise_date: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 6

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,755,273

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F6 · price: This transaction was executed in multiple trades at prices ranging from $85.72 to $85.75. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 5

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,755,373

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F5 · price: This transaction was executed in multiple trades at prices ranging from $84.55 to $85.52. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 4

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,762,873

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F4 · price: This transaction was executed in multiple trades at prices ranging from $83.55 to $84.54. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 3

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,803,899

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F3 · price: This transaction was executed in multiple trades at prices ranging from $82.55 to $83.54. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 2

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,817,031

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F2 · price: This transaction was executed in multiple trades at prices ranging from $81.54 to $82.51. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000139 · wf-form4_166397818925126.xml · nonDerivative · entry 1

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,833,273

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

SEC source: 0001335258-22-000137 · wf-form4_166337731235690.xml · derivative · entry 16

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,200,000

Underlying: Common Stock · 100,000 shares

Expires 2022-12-10

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F12 · derivative.exercise_date: The reporting person received the stock options on December 10, 2012 pursuant to an award under the Live Nation Entertainment, Inc. 2005 Stock Incentive Plan, as amended and restated as of March 19, 2015. The options vested in five equal installments on December 10, 2013, 2014, 2015, 2016 and 2017.

SEC source: 0001335258-22-000137 · wf-form4_166337731235690.xml · nonDerivative · entry 13

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,733,273

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F11 · price: This transaction was executed in multiple trades at prices ranging from $89.06 to $90.00. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000137 · wf-form4_166337731235690.xml · nonDerivative · entry 12

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,748,513

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F10 · price: This transaction was executed in multiple trades at prices ranging from $88.06 to $89.05. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000137 · wf-form4_166337731235690.xml · nonDerivative · entry 11

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,764,335

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).

F9 · price: This transaction was executed in multiple trades at prices ranging from $87.06 to $88.04. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

SEC source: 0001335258-22-000137 · wf-form4_166337731235690.xml · nonDerivative · entry 10

Rapino Michael · CIK 0001337041 · Director · President & CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,811,273

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · kind: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan (the "trading plan"). Mr. Rapino has entered into this trading plan to exercise options which were granted in 2012 and would otherwise expire in 2022. Mr. Rapino's compensation continues to be heavily tied to the company's long-term performance. The payment of the options' exercise price and associated taxes will account for the majority of the proceeds from these options, with Mr. Rapino then receiving 66,000 shares of stock under the trading plan and the remainder being settled in cash. Following all transactions under the trading plan, which will exercise all expiring options, Mr. Rapino expects to then hold approximately 5.7 million shares of common stock and equity awards, inclusive of all other common stock, restricted stock holdings, a performance share award (of 1,117,037 shares) and options to acquire additional shares of common stock (627,602).