Common use of Grant of Option; Vesting Clause in Contracts

Grant of Option; Vesting. (a) Subject to the terms and conditions of this Agreement, the Sirius XM Holdings Inc. Director Compensation Policy (the “Policy”), and the Sirius XM Holdings Inc. 2009 Long-Term Stock Incentive Plan (the “Plan”), the Company hereby grants to the Director the right and option (this “Option”) to purchase up to ________________ (_______) shares (the “Shares”) of common stock, par value $0.001 per share, of the Company at a price per share of $________, the closing price of such common stock on The Nasdaq Global Select Market on _____, 2014 (the “Exercise Price”). This Option is not intended to qualify as an Incentive Stock Option for purposes of Section 422 of the Internal Revenue Code of 1986, as amended. In the case of any stock split, stock dividend or like change in the Shares occurring after the date hereof, the number of Shares and the Exercise Price shall be adjusted as set forth in Section 4(b) of the Plan. Capitalized terms not otherwise defined herein have the meanings assigned to them in the Plan.

Grant of Option; Vesting. (a) Subject to the terms and conditions of this Agreement, the Sirius XM Holdings Inc. Director Compensation Policy (the “Policy”), and the Sirius XM Holdings Inc. 2009 2015 Long-Term Stock Incentive Plan (the “Plan”), the Company hereby grants to the Director the right and option (this “Option”) to purchase up to ________________ (_______) shares (the “Shares”) of common stock, par value $0.001 per share, of the Company at a price per share of $________, the closing price of such common stock on The Nasdaq Global Select Market on _____, 2014 2015 (the “Exercise Price”). This Option is not intended to qualify as an Incentive Stock Option for purposes of Section 422 of the Internal Revenue Code of 1986, as amended. In the case of any stock split, stock dividend or like change in the Shares occurring after the date hereof, the number of Shares and the Exercise Price shall be adjusted as set forth in Section 4(b) of the Plan. Capitalized terms not otherwise defined herein have the meanings assigned to them in the Plan.

Grant of Option; Vesting. (a) Subject to the terms and conditions of this Agreement, the Sirius XM Holdings Inc. Director Compensation Policy (the “Policy”), and the Sirius XM Holdings Inc. 2009 2015 Long-Term Stock Incentive Plan (the “Plan”), and the Employment Agreement, dated as of November 22, 2016, between Sirius XM Radio Inc. (“Sirius XM”) and the Executive (the “Employment Agreement”), the Company hereby grants to the Director Executive the right and option (this “Option”) to purchase up to ______________________ (_________) shares (Number to be computed in accordance with Section 4(b)(i) of the “Shares”) Employment Agreement. of common stock, par value $0.001 per share, of the Company (the “Shares”), at a price per share Share of $________, the closing price of such common stock on The Nasdaq Global Select Market on _____, 2014 _ (the “Exercise Price”). Closing price on November 22, 2016. This Option is not intended to qualify as an Incentive Stock Option for purposes of Section 422 of the Internal Revenue Code of 1986, as amended. In the case of any stock split, stock dividend or like change in the Shares occurring after the date hereof, the number of Shares and the Exercise Price shall be adjusted as set forth in Section 4(b) of the Plan. Capitalized terms not otherwise defined herein have the meanings assigned to them in the Plan.

Grant of Option; Vesting. (a) Subject to the terms and conditions of this Agreement, the Sirius XM Holdings Inc. Director Compensation Policy (the “Policy”), and the Sirius XM Holdings Inc. 2009 2015 Long-Term Stock Incentive Plan (the “Plan”), and the employment agreement, dated August 21, 2017, between Sirius XM Radio Inc. (“Sirius XM”) and the Executive (the “Employment Agreement”), the Company hereby grants to the Director Executive the right and option (this “Option”) to purchase up to ______________________ (_________) shares (the “Shares”) of common stock, par value $0.001 per share, of the Company (the “Shares”), at a price per share Share of $_________ (the “Exercise Price”), the closing price of such common stock on The the Nasdaq Global Select Market on _____, 2014 (as of the “Exercise Price”)Date of Grant. This Option is not intended to qualify as an Incentive Stock Option for purposes of Section 422 of the Internal Revenue Code of 1986, as amended. In the case of any stock split, stock dividend or like change in the Shares occurring after the date hereof, the number of Shares and the Exercise Price shall be adjusted as set forth in Section 4(b) of the Plan. Capitalized terms not otherwise defined herein have the meanings assigned to them in the Plan.