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).
1. Name and Address of Reporting Person*
BERKSHIRE HATHAWAY INC

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liberty Media Corp [ LSXMK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2020
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 06/05/2020 X 7,175,955 A $25.47 42,868,070 I See footnotes(1)(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
Series C Liberty SiriusXM Rights $25.47(3)(4) 06/05/2020 X 7,175,955 05/18/2020(5) 06/05/2020(5) Series C Liberty SiriusXM Common Stock(3) 7,175,955 $0.00 0 I See footnotes(6)(7)
1. Name and Address of Reporting Person*
BERKSHIRE HATHAWAY INC

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BUFFETT WARREN E

(Last) (First) (Middle)
3555 FARNAM STREET

(Street)
OMAHA NE 68131

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. 28,253,566 of the total reported shares of Series C Liberty SiriusXM Common Stock are owned as of June 9, 2020 by the following subsidiaries of Berkshire: Government Employees Insurance Company (16,843,250), GEICO Advantage Insurance Company (713,806), GEICO Indemnity Company (4,352,400), National Fire & Marine Insurance Company (644,063), and National Indemnity Company (5,700,047). As Berkshire is in the chain of ownership of each of these subsidiaries, it may be deemed presently to both beneficially own and have a pecuniary interest in all such shares presently owned by each of these subsidiaries. Warren E. Buffett, as the controlling stockholder of Berkshire, may be deemed presently to beneficially own, but only to the extent he has a pecuniary interest in, such shares presently owned by each such subsidiary. Mr. Buffett disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
2. 14,614,504 of the total reported shares of Series C Liberty SiriusXM Common Stock are owned as of June 9, 2020 by the following pension plans of Berkshire's subsidiaries: Berkshire Hathaway Consolidated Pension Plan (9,131,405), BNSF Master Retirement Trust (2,998,750), Precision Castparts Corp. Master Trust (2,184,349), Acme Brick Pension Trust (100,000), and Scott Fetzer Collective Investment Trust (200,000). Each of Berkshire, Mr. Buffett and these pension plans disclaims beneficial ownership in such shares.
3. As described in Liberty's Form S-3ASR filed with the Securities and Exchange Commission on May 14, 2020, Liberty has distributed subscription rights to holders of its Series A and Series C Liberty SiriusXM Common Stock to acquire shares of its Series C Liberty SiriusXM Common Stock (the "Series C Liberty SiriusXM Rights"). In the rights offering, each Series C Liberty SiriusXM Right entitled the holder to a basic subscription privilege and an oversubscription privilege. Under the basic subscription privilege, each whole Series C Liberty SiriusXM Right entitled the holder to purchase one share of Liberty's Series C Liberty SiriusXM Common Stock at a subscription price of $25.47. Under the oversubscription privilege, each rightsholder that exercised its basic subscription privilege had the right to subscribe, at the subscription price, for up to that number of shares of Liberty's Series C Liberty SiriusXM Common Stock
4. Continued from footnote 3: which were not purchased by other rightsholders under their basic subscription privilege.
5. As described in Liberty's Form S-3ASR filed with the Securities and Exchange Commission on May 14, 2020, the rights offering commenced on May 18, 2020 and expired on June 5, 2020.
6. 3,720,748 of the total reported Series C Liberty SiriusXM Rights were owned as of June 5, 2020, prior to exercise, by the following subsidiaries of Berkshire: Government Employees Insurance Company (1,922,990), GEICO Advantage Insurance Company (83,806), GEICO Indemnity Company (542,750), National Fire & Marine Insurance Company (135,409), and National Indemnity Company (1,035,793). As Berkshire is in the chain of ownership of each of these subsidiaries, it may have been deemed to both beneficially own and have a pecuniary interest in all such rights previously owned by each of these subsidiaries. Warren E. Buffett, as the controlling stockholder of Berkshire, may have been deemed to beneficially own, but only to the extent he had a pecuniary interest in, such rights previously owned by each such subsidiary. Mr. Buffett disclaims beneficial ownership of the reported rights except to the extent of his pecuniary interest therein.
7. 3,455,207 of the total reported Series C Liberty SiriusXM Rights were owned as of June 5, 2020, prior to exercise, by the following pension plans of Berkshire's subsidiaries: Berkshire Hathaway Consolidated Pension Plan (2,817,180), BNSF Master Retirement Trust (325,000), and Precision Castparts Corp. Master Trust (313,027). Each of Berkshire, Mr. Buffett and these pension plans disclaims beneficial ownership in such rights.
Remarks:
/s/ Warren E. Buffett (on behalf of himself and each other reporting person hereunder) 06/09/2020
** Signature of Reporting Person Date
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