Annual report pursuant to Section 13 and 15(d)

Income Taxes

Income Taxes
12 Months Ended
Dec. 31, 2022
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Current federal income tax expense or benefit represents the amounts expected to be reported on our income tax return, and deferred income tax expense or benefits represents the change in net deferred tax assets and liabilities. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted income tax rates that will be in effect when these differences reverse.  The current state income tax provision is primarily related to taxable income in certain states that have suspended or limited the ability to use net operating loss carryforwards or where net operating losses have been fully utilized.  Income tax expense is the sum of current income tax plus the change in deferred tax assets and liabilities.
We have historically filed a consolidated federal income tax return for all of our wholly owned subsidiaries, including Sirius XM and Pandora. On February 1, 2021, we entered into a tax sharing agreement with Liberty Media governing the allocation of consolidated U.S. income tax liabilities and setting forth agreements with respect to other tax matters. The tax sharing agreement contains provisions that we believe are customary for tax sharing agreements between members of a consolidated group. On November 3, 2021, Liberty Media informed us that it beneficially owned over 80% of the outstanding shares of our common stock, resulting in our inclusion in the 2021 consolidated tax return of Liberty Media. The tax sharing agreement and our inclusion in Liberty Media’s consolidated tax group is not expected to have any material adverse effect on us. We have calculated the provision for income taxes by using a separate return method.
Our current tax expense is the amount of tax payable on the basis of a hypothetical, current-year separate return. We provided deferred taxes on temporary differences and on any carryforwards that we could claim on our hypothetical return and assess the need for a valuation allowance on the basis of our projected separate return results. Any difference between the tax expense (or benefit) allocated to us under the separate return method and payments to be made for (or received from) Liberty Media for tax expense are treated as either dividends or capital contributions.

Income tax expense consisted of the following:
  For the Years Ended December 31,
  2022 2021 2020
Current taxes:      
Federal $ (140) $ (31) $ — 
State (50) (50) (61)
Total current taxes (190) (81) (61)
Deferred taxes:      
Federal (163) (210) (219)
State (39) 79  (19)
Total deferred taxes (202) (131) (238)
Total income tax expense $ (392) $ (212) $ (299)
The following table presents a reconciliation of the U.S. federal statutory tax rate and our effective tax rate:
  For the Years Ended December 31,
  2022 2021 2020
Federal tax expense, at statutory rate 21.0  % 21.0  % 21.0  %
State income tax expense, net of federal benefit 4.1  % 4.1  % 4.2  %
Change in valuation allowance 2.2  % 1.5  % 0.7  %
Tax credits (1.5) % (4.7) % (10.2) %
Share-based compensation (0.8) % (1.0) % (3.5) %
Impact of nondeductible compensation 0.8  % 0.6  % 2.6  %
Automatic worthless stock deduction —  % —  % (3.5) %
Goodwill impairment —  % —  % 53.7  %
Uncertain tax positions (0.8) % (0.1) % 4.4  %
Audit Settlements —  % (7.6) % —  %
Other, net (0.6) % 0.1  % 0.1  %
Effective tax rate 24.4  % 13.9  % 69.5  %
Our effective tax rate of 24.4% for the year ended December 31, 2022 was primarily impacted by federal and state income tax expense as well as changes in state valuation allowance, partially offset by a benefit related to research and development and certain other credits. Our effective tax rate of 13.9% for the year ended December 31, 2021 was primarily impacted by federal and state income tax expense, partially offset by settlements with various states as well as a benefit related to research and development and certain other credits. Our effective tax rate of 69.5% for the year ended December 31, 2020 was primarily impacted by the nondeductible Pandora goodwill impairment charge, partially offset by the recognition of excess tax benefits related to share-based compensation, a benefit related to state and federal research and development and certain other credits and a worthless stock deduction associated with the termination of the Automatic service. 
Deferred income taxes are recognized for the tax consequences related to temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for tax purposes at each year-end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences can be carried forward under tax law.  Our evaluation of the realizability of deferred tax assets considers both positive and negative evidence, including historical financial performance, scheduled reversal of deferred tax assets and liabilities, projected taxable income and tax planning strategies.  The weight given to the potential effects of positive and negative evidence is based on the extent to which it can be objectively verified.  A valuation allowance is recognized when, based on the weight of all available evidence, it is considered more likely than not that all, or some portion, of the deferred tax assets will not be realized.
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities, shown before jurisdictional netting, are presented below:
  For the Years Ended December 31,
  2022 2021
Deferred tax assets:    
Net operating loss carryforwards and tax credits $ 405  $ 681 
Deferred revenue 45  52 
Accrued bonus 28  35 
Expensed costs capitalized for tax 66 
Investments 23  20 
Stock based compensation 54  57 
Operating lease liability 94  104 
Other 17  12 
Total deferred tax assets 732  970 
Deferred tax liabilities:    
Depreciation of property and equipment (206) (286)
FCC license (520) (522)
Other intangible assets (234) (263)
Right of use asset (77) (89)
Other —  (5)
Total deferred tax liabilities (1,037) (1,165)
Net deferred tax assets before valuation allowance (305) (195)
Valuation allowance (113) (83)
Total net deferred tax (liability) asset $ (418) $ (278)
Net operating loss carryforwards and tax credits decreased as a result of the utilization of net operating losses related to current year taxable income. For the years ended December 31, 2022 and 2021, we recorded $25 and $71 for state and federal tax credits, respectively. As of December 31, 2022, our gross federal net operating loss carryforwards were approximately $423 which are subject to Section 382 limitations.
As of December 31, 2022 and 2021, we had a valuation allowance related to deferred tax assets of $113 and $83, respectively, that were not likely to be realized due to the timing of certain federal and state net operating loss limitations. During the year ended December 31, 2022, our valuation allowance increased primarily as a result of the impact of decrease in forecasted earnings, resulting in lower projected utilization of state and local net operating losses. This was partially offset by a write off of a valuation allowance that was recorded on net operating losses that expired during the current year. As a portion of these net operating losses are not anticipated to be realizable, we increased our valuation allowance for those expected to expire un-utilized based on taxable income projections.
ASC 740, Income Taxes, requires a company to first determine whether it is more likely than not that a tax position will be sustained based on its technical merits as of the reporting date, assuming that taxing authorities will examine the position and have full knowledge of all relevant information.  A tax position that meets this more likely than not threshold is then measured and recognized at the largest amount of benefit that is greater than fifty percent likely to be realized upon effective settlement with a taxing authority.  If the tax position is not more likely than not to be sustained, the gross amount of the unrecognized tax position will not be recorded in the financial statements but will be shown in tabular format within the uncertain income tax positions. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs due to the following conditions: (1) the tax position is “more likely than not” to be sustained, (2) the tax position, amount, and/or timing is ultimately settled through negotiation or litigation, or (3) the statute of limitations for the tax position has expired.  A number of years may elapse before an uncertain tax position is effectively settled or until there is a lapse in the applicable statute of limitations.  We record interest and penalties related to uncertain tax positions in Income tax expense in our consolidated statements of comprehensive income.
As of December 31, 2022 and 2021, we had unrecognized tax benefits and uncertain tax positions of $198 and $179, respectively.  If recognized, $198 of unrecognized tax benefits would affect our effective tax rate.  Uncertain tax positions are recognized in Other long-term liabilities which, as of December 31, 2022 and 2021, were $81 and $35, respectively, including accrued interest.   
We have state income tax audits pending.  We do not expect the ultimate outcome of these audits to have a material adverse effect on our financial position or results of operations.  We also do not currently anticipate that our existing reserves related to uncertain tax positions as of December 31, 2022 will significantly increase or decrease during the year ending December 31, 2023. Various events could cause our current expectations to change. Should our position with respect to the majority of these uncertain tax positions be upheld, the effect would be recorded in our consolidated statements of comprehensive income as part of the income tax provision.  We recorded interest expense of $(3) and $1 for the years ended December 31, 2022 and 2021, respectively, related to unrecognized tax benefits.
Changes in our unrecognized tax benefits and uncertain tax positions from January 1 through December 31 are set forth below:
  2022 2021
Balance, beginning of year $ 179  $ 433 
Increases in tax positions for prior years
Increases in tax positions for current year 31  13 
Decreases in tax positions for prior years (15) (24)
Decreases related to settlement with taxing authorities —  (252)
Balance, end of year $ 198  $ 179 
On August 16, 2022, the Inflation Reduction Act of 2022, or IRA, was signed into law. Among other things, the IRA imposes a 15% corporate alternative minimum tax for tax years beginning after December 31, 2022, levies a 1% excise tax on net stock repurchases after December 31, 2022, and provides tax incentives to promote clean energy. Beginning in 2023, our net stock repurchases will be subject to the excise tax. Based on the historical net repurchase activity, the excise tax and the other provisions of the IRA are not expected to have a material impact on our results of operations or financial position.