Certain statements in this Quarterly Report on Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding our projected sources and uses of cash; the payment of dividends by Sirius XM Holdings Inc. ("Sirius XM Holdings"); fluctuations in interest rates and stock prices; the impacts of COVID-19 (as defined below); the rights offering (as defined below); the impact of accounting policies and pronouncements; and the anticipated non-material impact of certain contingent liabilities related to legal and tax proceedings and other matters arising in the ordinary course of business. Where, in any forward-looking statement, we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the expectation or belief will result or be achieved or accomplished. The following include some but not all of the factors (as they relate to our consolidated subsidiaries and equity affiliates) that could cause actual results or events to differ materially from those anticipated:

the impact of the novel coronavirus ("COVID-19") pandemic and local, state and

? federal governmental responses to the pandemic on the economy, our customers,

our vendors and our businesses generally;

? consumer demand for our products and services and our ability to adapt to

changes in demand;

? competitor responses to our businesses' products and services;

? uncertainties inherent in the development and integration of new business lines

and business strategies;

uncertainties associated with product and service development and market

? acceptance, including the development and provision of programming for

satellite radio and telecommunications technologies;

? our businesses' significant dependence upon automakers;

? our businesses' ability to attract and retain subscribers in the future;

? our future financial performance, including availability, terms and deployment

of capital;

? our ability to successfully integrate and recognize anticipated efficiencies

and benefits from the businesses we acquire;

? the ability of suppliers and vendors to deliver products, equipment, software

and services;

interruption or failure of our information technology and communication

? systems, including the failure of Sirius XM Holdings' satellites, could

negatively impact our results and brand;

? royalties for music rights have increased and may continue to do so in the

future;

? the outcome of any pending or threatened litigation or investigation;

? availability of qualified personnel;

changes in, or failure or inability to comply with, government regulations,

? including, without limitation, regulations of the Federal Communications

Commission and consumer protection laws, and adverse outcomes from regulatory

proceedings;

? changes in the nature of key strategic relationships with partners, vendors and

joint venturers;

? general economic and business conditions and industry trends;

? consumer spending levels, including the availability and amount of individual

consumer debt;

? rapid technological and industry changes;

? impairments of third-party intellectual property rights;

? our indebtedness could adversely affect operations and could limit the ability

of our subsidiaries to react to changes in the economy or our industry;

failure to protect the security of personal information about our businesses'

? customers, subjecting our businesses to potentially costly government

enforcement actions or private litigation and reputational damage;

? the regulatory and competitive environment of the industries in which we, and

the entities in which we have interests, operate; and

? threatened terrorist attacks, political unrest in international markets and

ongoing military action around the world.

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For additional risk factors, please see Part I, Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2019 and Part II, Item 1A. Risk Factors of this Quarterly Report on Form 10-Q. Any forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this Quarterly Report, and we expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein, to reflect any change in our expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based.

The following discussion and analysis provides information concerning our results of operations and financial condition. This discussion should be read in conjunction with our accompanying condensed consolidated financial statements and the notes thereto and our Annual Report on Form 10-K for the year ended December 31, 2019.

The information contained herein relates to Liberty Media Corporation and its controlled subsidiaries ("Liberty," the "Company," "we," "us," or "our" unless the context otherwise requires).

Overview

We own controlling and non-controlling interests in a broad range of media, communications and entertainment companies. Our largest operating subsidiary, which is also a reportable segment, is Sirius XM Holdings. Sirius XM Holdings provides a subscription based satellite radio service through its Sirius XM business and operates a music discovery platform through its Pandora business, which was acquired by Sirius XM Holdings on February 1, 2019. Sirius XM features music, sports, entertainment, comedy, talk, news, traffic and weather channels as well as infotainment services in the United States on a subscription fee basis through its two proprietary satellite radio systems and through the internet via applications for mobile devices, home devices and other consumer electronic equipment. The Pandora business operates a music, comedy and podcast streaming discovery platform, offering a personalized experience for each listener wherever and whenever they want to listen, whether through mobile devices, car speakers or connected devices in the home. Formula 1 is a wholly-owned consolidated subsidiary and is also a reportable segment. Formula 1 is a global motorsports business that holds exclusive commercial rights with respect to the World Championship, an annual, approximately nine-month long, motor race-based competition in which teams compete for the Constructors' Championship and drivers compete for the Drivers' Championship. The World Championship takes place on various circuits with a varying number of events ("Events") taking place in different countries around the world each season. Formula 1 is responsible for the commercial exploitation and development of the World Championship as well as various aspects of its management and administration.

Our "Corporate and Other" category includes our consolidated subsidiary, Braves Holdings, LLC ("Braves Holdings") and corporate expenses. Braves Holdings owns the Atlanta Braves Major League Baseball Club ("ANLBC"), certain of the Atlanta Braves' minor league clubs and certain assets and liabilities associated with ANLBC's stadium and mixed use development project (the "Development Project").

In addition to the foregoing businesses, we hold ownership interests in Live Nation Entertainment, Inc. ("Live Nation") and through Sirius XM Holdings, Sirius XM Canada Holdings, Inc. ("Sirius XM Canada") and SoundCloud Holdings, LLC ("SoundCloud"), which we account for as equity method investments; and we hold investments and related financial instruments in public companies such as AT&T, which are accounted for at their respective fair market values and are included in the "Corporate and other" category.

A tracking stock is a type of common stock that the issuing company intends to reflect or "track" the economic performance of a particular business or "group," rather than the economic performance of the company as a whole. While the Liberty SiriusXM Group, Liberty Braves Group (the "Braves Group") and Formula One Group have separate collections of businesses, assets and liabilities attributed to them, no group is a separate legal entity and therefore cannot own assets, issue securities or enter into legally binding agreements. Therefore, the Liberty SiriusXM Group, Braves Group and Formula One Group do not represent separate legal entities, but rather represent those businesses, assets and liabilities that have been attributed to each respective group. Holders of tracking stock have no direct claim to the group's stock or assets and therefore, do not own, by virtue of their ownership of a Liberty tracking stock, any equity or voting interest in a public company, such as Sirius XM Holdings or Live Nation, in which Liberty holds an interest and that is attributed to a Liberty tracking stock group, such as the Liberty SiriusXM Group or the Formula One Group. Holders of tracking stock

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are also not represented by separate boards of directors. Instead, holders of tracking stock are stockholders of the parent corporation, with a single board of directors and subject to all of the risks and liabilities of the parent corporation.

The term "Liberty SiriusXM Group" does not represent a separate legal entity, rather it represents those businesses, assets and liabilities that have been attributed to that group. As of March 31, 2020, the Liberty SiriusXM Group is primarily comprised of Liberty's subsidiary, Sirius XM Holdings, corporate cash, Liberty's 2.125% Exchangeable Senior Debentures due 2048, Liberty's 2.75% Exchangeable Senior Debentures due 2049 and a margin loan obligation incurred by a wholly-owned special purpose subsidiary of Liberty. As of March 31, 2020, the Liberty SiriusXM Group has cash and cash equivalents of approximately $386 million, which includes approximately $40 million of subsidiary cash. Additionally, as discussed below, the Formula One Group retains an intergroup interest in the Liberty Sirius XM Group as of March 31, 2020.

Sirius XM Holdings is the only operating subsidiary attributed to the Liberty SiriusXM Group. In the event Sirius XM Holdings were to become insolvent or file for bankruptcy, Liberty's management would evaluate the circumstances at such time and take appropriate steps in the best interest of all of its stockholders, which may not be in the best interest of a particular group or groups when considered independently. In such a situation, Liberty's management and its board of directors would have several approaches at their disposal, including, but not limited to, the conversion of the Liberty SiriusXM common stock into another tracking stock of Liberty, the reattribution of assets and liabilities among Liberty's tracking stock groups or the restructuring of Liberty's tracking stocks to either create a new tracking stock structure or eliminate it altogether. On February 1, 2019, Sirius XM Holdings acquired Pandora. See note 3 to the accompanying condensed consolidated financial statements for more information regarding the acquisition of Pandora.

The term "Braves Group" does not represent a separate legal entity, rather it represents those businesses, assets and liabilities that have been attributed to that group. As of March 31, 2020, the Braves Group is primarily comprised of Braves Holdings, which indirectly owns ANLBC and certain assets and liabilities associated with ANLBC's stadium and the Development Project, and corporate cash. As of March 31, 2020, the Braves Group has cash and cash equivalents of approximately $321 million. Additionally, as discussed below, the Formula One Group retains an intergroup interest in the Braves Group.

The term "Formula One Group" does not represent a separate legal entity, rather it represents those businesses, assets and liabilities that have been attributed to that group. As of March 31, 2020, the Formula One Group is primarily comprised of all of the businesses, assets and liabilities of Liberty, other than those specifically attributed to the Liberty SiriusXM Group or the Braves Group, including Liberty's interests in Formula 1 and Live Nation, an approximate 15.1% intergroup interest in the Braves Group, an approximate 0.6% intergroup interest in the Liberty SiriusXM Group, Liberty's 1.375% Cash Convertible Notes due 2023 and related financial instruments, Liberty's 1% Cash Convertible Notes due 2023, Liberty's 2.25% Exchangeable Senior Debentures due 2046 and Liberty's 2.25% Exchangeable Senior Debentures due 2048. The Formula One Group has cash and cash equivalents of approximately $1,094 million as of March 31, 2020, which includes approximately $1,011 million of subsidiary cash.

On April 22, 2020, the Company's board of directors approved the immediate reattribution of certain assets and liabilities between the Formula One Group and the Liberty SiriusXM Group (collectively, the "reattribution").

The assets reattributed from the Formula One Group to the Liberty SiriusXM Group, valued at $2.8 billion, consisted of:

? Liberty's entire Live Nation stake, consisting of approximately 69.6 million

shares of Live Nation common stock;

a newly-created Formula One Group intergroup interest, consisting of

? approximately 5.3 million notional shares of Liberty Formula One common stock,

to cover exposure under Liberty's 1.375% cash convertible senior notes due 2023

(the "Convertible Notes");

? a Convertible Note call spread;

the entire Liberty SiriusXM Group intergroup interest, consisting of

? approximately 1.9 million notional shares of Liberty SiriusXM common stock,

thereby eliminating the Liberty SiriusXM Group intergroup interest; and

a portion, consisting of approximately 2.3 million notional shares of Liberty

? Braves common stock, of the Formula One Group's intergroup interest in the

Braves Group, to cover exposure under the Convertible Notes.

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The reattributed liabilities, valued at $1.3 billion, consisted of:

? the Convertible Notes;

? Liberty's 2.25% exchangeable senior debentures due 2048; and

? Liberty's margin loan secured by shares of Live Nation ("Live Nation Margin

Loan").

Similarly, $1.5 billion of net asset value has been reattributed from the Liberty SiriusXM Group to the Formula One Group, comprised of:

a call spread between the Formula One Group and the Liberty SiriusXM Group with

? respect to 34.8 million of the Live Nation shares being reattributed to the

Liberty SiriusXM Group; and

a net cash payment of $1.4 billion from the Liberty SiriusXM Group to the

Formula One Group, to be funded by a combination of (x) cash on hand, (y) an

additional $400 million drawn from the Company's existing margin loan secured

by shares of common stock of Sirius XM Holdings, resulting in an aggregate

? outstanding balance of $750 million, and (z) the creation of an intergroup loan

obligation from the Liberty SiriusXM Group to the Formula One Group in the

principal amount of $750 million, plus interest thereon, which may be prepaid

at any time without penalty and to be repaid, in whole or in part, with the

proceeds from the rights offering described below (the "Intergroup Loan").

The reattribution will be reflected in the Company's financial statements in the second quarter on a prospective basis.

In addition, on April 22, 2020, the Company's board of directors authorized management of the Company to cause subscription rights (the "Series C Liberty SiriusXM Rights") to purchase shares of Series C Liberty SiriusXM common stock, par value $0.01 per share ("LSXMK"), in a rights offering (the "rights offering") to be distributed to holders of Series A Liberty SiriusXM common stock, par value $0.01 per share, Series B Liberty SiriusXM common stock, par value $0.01 per share, and LSXMK. The aggregate intended size of the rights offering is $750 million, and each subscription right will entitle the holder to acquire shares of LSXMK at a price equal to a 20% discount to the volume weighted average price of LSXMK over a three consecutive trading day period to be determined following the release of earnings by Sirius XM Holdings. The purpose of the rights offering is to raise capital to repay the Intergroup Loan.

The rights offering will be made pursuant to a registration statement and prospectus related to the rights offering to be filed by the Company with the Securities and Exchange Commission.

The record date for the distribution of the Series C Liberty SiriusXM Rights is 5:00 p.m., New York City time, on May 13, 2020. It is expected that the proposed rights offering will commence on May 18, 2020, and expire on June 2, 2020, subject to extension.

The proposed rights offering is subject to certain conditions, and Liberty reserves the right to terminate the rights offering at any time and for any reason, including following the distribution of the Series C Liberty SiriusXM Rights.

In December 2019, Chinese officials reported a novel coronavirus outbreak. COVID-19 has since spread through China and internationally. On March 11, 2020, the World Health Organization ("WHO") assessed COVID-19 as a global pandemic, causing many countries throughout the world to take aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices. As a result, the start of the 2020 Formula 1 race calendar and the Major League Baseball season have been delayed and there is uncertainty with respect to if or when the respective events will resume in 2020. In addition, in mid-March 2020, Live Nation suspended all large-scale live entertainment events due to COVID-19. As a result, the Company's results of operations have been negatively impacted by COVID-19 during the three months ended March 31, 2020. Further, Formula 1, the Atlanta Braves and Live Nation will continue to be materially impacted by COVID-19 and local state, and federal government actions taken in response, which will have a negative impact on our results of operations and financial condition in future periods. See Part II, Item 1A. Risk Factors.

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Results of Operations-Consolidated

General. We provide in the tables below information regarding our consolidated operating results and other income and expense, as well as information regarding the contribution to those items from our reportable segments. The "Corporate and other" category consists of those assets or businesses which do not qualify as a separate reportable segment. For a more detailed discussion and analysis of the financial results of our principal reportable segment see "Results of Operations-Businesses" below.

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