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 |
|
|||||||||||||||
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*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Liberty Broadband Corp [ LBRDA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 11/06/2019 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Series A Common Stock | 11/06/2019 | M | 290,395 | A | $33.12 | 473,025(1) | D | |||
Series A Common Stock | 11/06/2019 | S | 1,536 | D | $116.6961(2) | 471,489 | D | |||
Series A Common Stock | 11/06/2019 | S | 11,969 | D | $116.0827(3) | 459,520 | D | |||
Series A Common Stock | 11/06/2019 | F | 173,478 | D | $117.74 | 286,042 | D | |||
Series C Common Stock | 11/06/2019 | M | 586,838 | A | $33.11 | 1,049,256(4) | D | |||
Series C Common Stock | 11/06/2019 | S | 11,193 | D | $116.6263(5) | 1,038,063 | D | |||
Series C Common Stock | 11/06/2019 | S | 114,030 | D | $115.994(6) | 924,033 | D | |||
Series C Common Stock | 11/06/2019 | F | 351,093 | D | $117.04 | 572,940 | D | |||
Series A Common Stock | 11/07/2019 | S | 2,570 | D | $116.4256(7) | 283,472 | D | |||
Series A Common Stock | 11/07/2019 | S | 10,080 | D | $115.6049(8) | 273,392 | D | |||
Series C Common Stock | 11/07/2019 | S | 29,127 | D | $116.4083(9) | 543,813 | D | |||
Series C Common Stock | 11/07/2019 | S | 81,395 | D | $115.6754(10) | 462,418 | D | |||
Series A Common Stock | 190,490(1) | I | Maven 2016 - 1 GRAT | |||||||
Series C Common Stock | 576,252(11) | I | Maven 2016 - 1 GRAT |
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) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option - LBRDA (Right to Buy) | $33.12 | 11/06/2019 | M | 290,395 | (12) | 12/17/2019 | Series A Common Stock | 290,395 | $0.0000 | 0.0000 | D | ||||
Stock Option - LBRDK (Right to Buy) | $33.11 | 11/06/2019 | M | 586,838 | (12) | 12/17/2019 | Series C Common Stock | 586,838 | $0.0000 | 0.0000 | D |
Explanation of Responses: |
1. On December 5, 2016, the reporting person transferred 234,750 shares from his direct holdings to a grantor retained annuity trust, of which the reporting person is the sole trustee, for the benefit of himself, his spouse and his children. On March 6, 2019, the reporting person transferred 44,260 shares from the grantor retained annuity trust to his direct holdings. |
2. The price is a weighted average price. These shares were sold in multiple transactions ranging from $116.570 to $116.850, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
3. The price is a weighted average price. These shares were sold in multiple transactions ranging from $115.560 to $116.550, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
4. The balance has been increased by one share as a result of an accounting reconciliation, and also includes 38,000 shares previously reported as held by the reporting person's grantor retained annuity trust. On March 6, 2018, the reporting person transferred 38,000 shares from a grantor retained annuity trust, of which the reporting person is the sole trustee, for the benefit of himself, his spouse and his children, to his direct holdings. |
5. The price is a weighted average price. These shares were sold in multiple transactions ranging from $116.530 to $116.880, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
6. The price is a weighted average price. These shares were sold in multiple transactions ranging from $115.530 to $116.520, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
7. The price is a weighted average price. These shares were sold in multiple transactions ranging from $116.160 to $116.710, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
8. The price is a weighted average price. These shares were sold in multiple transactions ranging from $115.150 to $116.110, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
9. The price is a weighted average price. These shares were sold in multiple transactions ranging from $116.160 to $116.840, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
10. The price is a weighted average price. These shares were sold in multiple transactions ranging from $115.165 to $116.155, inclusive. The reporting person undertakes to provide to the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range. |
11. On March 6, 2018, the reporting person transferred 38,000 shares from a grantor retained annuity trust, of which the reporting person is the sole trustee, for the benefit of himself, his spouse and his children, to his direct holdings. |
12. The derivative security is fully vested. |
/s/ Craig Troyer as Attorney-in-Fact for Gregory B. Maffei | 11/08/2019 | |
** 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). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |