XM Radio 2014 Annual Report Download - page 11

Download and view the complete annual report

Please find page 11 of the 2014 XM Radio annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 149

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149

How can I obtain a printed copy of the proxy materials?
To receive free of charge a separate copy of the Notice and, if applicable, this proxy statement
and our annual report, stockholders may write or call us at the following:
Investor Relations
Sirius XM Holdings Inc.
1221 Avenue of the Americas
36th Floor
New York, New York 10020
(212) 584-5100
Can I change my vote or revoke my proxy?
Yes. If you are a stockholder of record, you may change your vote or revoke your proxy at any
time before your shares are voted at the annual meeting by:
Notifying our Corporate Secretary in writing at Sirius XM Holdings Inc., 1221 Avenue of the
Americas, 36th Floor, New York, New York 10020 that you are revoking your proxy;
Executing and delivering a later-dated proxy card or submitting a later-dated vote by
telephone or the Internet; or
Attending the annual meeting, revoking your proxy and voting in person.
If you hold your shares in “street name,” you may submit new voting instructions by contacting
your bank, broker or other nominee. You may also change your vote or revoke your proxy in
person at the annual meeting if you obtain a signed proxy from the record holder (broker, bank or
other nominee) giving you the right to vote the shares.
Who will count the votes?
A representative of Computershare will tabulate the votes and act as inspector of elections.
What is a proxy?
A proxy is a person you appoint to vote on your behalf. We are soliciting your vote so that all
shares of our common stock may be voted at the annual meeting.
Whom am I designating as my proxy?
You will be designating Patrick L. Donnelly, our Executive Vice President, General Counsel and
Secretary, and Ruth A. Ziegler, our Senior Vice President and Deputy General Counsel, as your
proxies. However, you may appoint a person (who need not be a stockholder) other than Patrick L.
Donnelly and Ruth A. Ziegler to vote on your behalf at the meeting by completing another proper
proxy.
How will my proxy vote my shares?
Your proxy will vote your shares according to your instructions. If you complete your proxy card
but do not indicate how you would like your shares voted, your proxy will vote in accordance with
the recommendation of our board of directors.
Who is soliciting my proxy, and who will pay for the costs of the solicitation?
Sirius XM is soliciting your proxy. The cost of soliciting proxies will be borne by Sirius XM,
which has engaged MacKenzie Partners, Inc. to assist in the distribution and solicitation of proxies.
We have agreed to pay MacKenzie $10,000 and reimburse the firm for its reasonable out-of-pocket
expenses. We will also reimburse brokerage firms, banks and other custodians for their reasonable
out-of-pocket expenses for forwarding these proxy materials to you. Our directors, officers and
4