SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

VADON MARK C

(Last)

(First)

(Middle)

12300 LIBERTY BOULEVARD

(Street)

ENGLEWOOD

80112

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Liberty Interactive Corp [ QVCA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/07/2016

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Series A QVC Group Common Stock	06/07/2016		J⁽¹⁾		125,000	D	$26.3505⁽¹⁾	4,738,159	I	Lake Tana LLC⁽²⁾
Series A Liberty Ventures Common Stock	06/08/2016		J⁽¹⁾		85,243	A	$38.6402⁽¹⁾	562,590	I	Lake Tana LLC⁽²⁾
Series A Liberty Ventures Common Stock								938	D
Series A QVC Group Common Stock								3,331,374	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Forward sale contract (obligation to sell)	⁽¹⁾	06/07/2016		J⁽¹⁾			125,000	05/27/2016	06/13/2016	Series A QVC Group Common Stock	125,000	$0.0000	375,000	I	Lake Tana LLC⁽²⁾

Explanation of Responses:

1. On June 7, 2016, Lake Tana LLC partially settled the Forward Contract (as described in the Remarks section) with an unaffiliated third party buyer. Accordingly, Lake Tana LLC sold to the buyer 125,000 of the Pledged Shares and, pursuant to the terms of the Forward Contract, purchased 85,243 shares of LVNTA in exchange for such Pledged Shares.

2. The reporting person is the manager of Lake Tana LLC and has sole voting and investment power with respect to the shares held by Lake Tana LLC.

Remarks:

On May 27, 2016, Lake Tana LLC entered into a postpaid variable forward sale contract (the "Forward Contract") with an unaffiliated third party buyer. The contract obligates Lake Tana LLC to deliver to the buyer up to an aggregate of 1,177,283 shares of the Issuer's Series A QVC Group Common Stock ("QVCA") at the volume weighted average trading price less a commission for each trading day on ten settlement days occurring on the ten consecutive trading days beginning on May 27, 2016. In exchange for assuming this obligation, Lake Tana LLC will receive shares of the Issuer's Series A Liberty Ventures Common Stock ("LVNTA") valued at the 10b-18 volume weighted average price plus a commission on the date following each settlement date under the Forward Contract. Lake Tana LLC pledged 1,177,283 shares of QVCA (the "Pledged Shares") to secure its obligations under the contract. On the first settlement date, 52,283 shares of QVCA were delivered to the buyer, and 125,000 shares of QVCA are being delivered to the buyer on each subsequent settlement date until the aggregate number of shares of QVCA subject to the Forward Contract is satisfied.

	/s/ Craig Troyer as Attorney-in-Fact for Mark C. Vadon	06/09/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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