Sirius XM Holdings Inc. Annual report pursuant to Section 13 and 15(d)

Annual report pursuant to Section 13 and 15(d)

Earnings per Share

Earnings per Share

12 Months Ended

Dec. 31, 2015

(5)	Earnings per Share

Basic net income per common share is calculated by dividing the income available to common stockholders by the weighted average common shares outstanding during each reporting period. Diluted net income per common share adjusts the weighted average number of common shares outstanding for the potential dilution that could occur if common stock equivalents (convertible debt, preferred stock, warrants, stock options and restricted stock units) were exercised or converted into common stock, calculated using the treasury stock method.

In 2013, we utilized the two-class method in calculating basic net income per common share, as our Series B Preferred Stock was considered to be participating securities through January 18, 2013. On January 18, 2013, Liberty Media converted its remaining 6,250 outstanding shares of our Series B Preferred Stock into 1,293,509 shares of common stock. We had no participating securities during the years ended December 31, 2015 and 2014.

Common stock equivalents of 151,112 for the year ended December 31, 2015, and 132,162 and 365,177 for the years ended December 31, 2014 and 2013, respectively, were excluded from the calculation of diluted net income per common share as the effect would have been anti-dilutive.

	For the Years Ended December 31,
	2015		2014		2013
Numerator:
Net income	$	509,724	$	493,241	$	377,215
Allocation of undistributed income to Series B Preferred Stock		—		—		(3,825	)
Net income available to common stockholders for basic net income per common share	$	509,724	$	493,241	$	373,390
Add back:
Allocation of undistributed income to Series B Preferred Stock		—		—		3,825
Net income available to common stockholders for diluted net income per common share	$	509,724	$	493,241	$	377,215
Denominator:
Weighted average common shares outstanding for basic net income per common share ^(a)		5,375,707		5,788,944		6,227,646
Weighted average impact of assumed Series B Preferred Stock conversion		—		—		63,789
Weighted average impact of dilutive equity instruments		59,459		73,076		93,356
Weighted average shares for diluted net income per common share		5,435,166		5,862,020		6,384,791
Net income per common share:
Basic	$	0.09	$	0.09	$	0.06
Diluted	$	0.09	$	0.08	$	0.06

(a)

The 7% Exchangeable Senior Subordinated Notes due 2014 (the “Exchangeable Notes”) were fully converted into shares of our common stock as of December 1, 2014. During the year ended December 31, 2013, the common stock reserved for conversion in connection with the Exchangeable Notes were considered to be anti-dilutive in our calculation of diluted net income per share.