0001225208-12-018023.txt : 20120816
0001225208-12-018023.hdr.sgml : 20120816
20120816190450
ACCESSION NUMBER: 0001225208-12-018023
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20120814
FILED AS OF DATE: 20120816
DATE AS OF CHANGE: 20120816
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Liberty Interactive Corp
CENTRAL INDEX KEY: 0001355096
STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841]
IRS NUMBER: 841288730
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 12300 LIBERTY BOULEVARD
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
BUSINESS PHONE: 7208755400
MAIL ADDRESS:
STREET 1: 12300 LIBERTY BOULEVARD
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
FORMER COMPANY:
FORMER CONFORMED NAME: LIBERTY MEDIA CORP
DATE OF NAME CHANGE: 20060512
FORMER COMPANY:
FORMER CONFORMED NAME: Liberty Media Holding CORP
DATE OF NAME CHANGE: 20060303
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: ROMRELL LARRY E
CENTRAL INDEX KEY: 0001120556
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33982
FILM NUMBER: 121041076
MAIL ADDRESS:
STREET 1: 12300 LIBERTY BLVD.
CITY: ENGLEWOOD
STATE: CO
ZIP: 80112
FORMER NAME:
FORMER CONFORMED NAME: ROMRELL LARRY E.
DATE OF NAME CHANGE: 20100209
FORMER NAME:
FORMER CONFORMED NAME: ROMWELL LARRY E
DATE OF NAME CHANGE: 20100106
FORMER NAME:
FORMER CONFORMED NAME: ROMRELL LARRY E
DATE OF NAME CHANGE: 20000728
4
1
doc4.xml
X0306
4
2012-08-14
0001355096
Liberty Interactive Corp
LINTA
0001120556
ROMRELL LARRY E
12300 LIBERTY BOULEVARD
ENGLEWOOD
CO
80112
1
Stock Appreciation Rights
15.2500
2012-08-14
4
J
0
2687.0000
0.0000
A
2014-06-01
Series A Liberty Interactive Common Stock
2687.0000
2687.0000
D
Stock Appreciation Rights
17.2000
2012-08-14
4
J
0
2724.0000
0.0000
A
2015-06-01
Series A Liberty Interactive Common Stock
2724.0000
2724.0000
D
Stock Appreciation Rights
16.6600
2012-08-14
4
J
0
2710.0000
0.0000
A
2013-09-09
Series A Liberty Interactive Common Stock
2710.0000
2710.0000
D
Stock Appreciation Rights - LVNTA
39.7400
2012-08-14
4
A
0
134.0000
0.0000
A
2014-06-01
Series A Liberty Ventures Common Stock
134.0000
134.0000
D
Stock Appreciation Rights - LVNTA
44.8200
2012-08-14
4
A
0
134.0000
0.0000
A
2015-06-01
Series A Liberty Ventures Common Stock
134.0000
134.0000
D
Stock Appreciation Rights - LVNTA
43.4000
2012-08-14
4
A
0
134.0000
0.0000
A
2013-09-09
Series A Liberty Ventures Common Stock
134.0000
134.0000
D
Stock Option (right to buy) - LINTA
16.7900
2012-08-14
4
J
0
7339.0000
0.0000
A
2016-05-05
Series A Liberty Interactive Common Stock
7339.0000
7339.0000
D
Stock Option (right to buy) - LINTA
22.5100
2012-08-14
4
J
0
5560.0000
0.0000
A
2017-05-10
Series A Liberty Interactive Common Stock
5560.0000
5560.0000
D
Stock Option (right to buy) - LINTA
13.9000
2012-08-14
4
J
0
11889.0000
0.0000
A
2018-12-15
Series A Liberty Interactive Common Stock
11889.0000
11889.0000
D
Stock Option (right to buy) - LINTA
2.6500
2012-08-14
4
J
0
15609.0000
0.0000
A
2015-12-16
Series A Liberty Interactive Common Stock
15609.0000
15609.0000
D
Stock Option (right to buy) - LINTA
18.1200
2012-08-14
4
J
0
6169.0000
0.0000
A
2014-12-24
Series A Liberty Interactive Common Stock
6169.0000
6169.0000
D
Stock Option (right to buy) - LVNTA
43.7600
2012-08-14
4
A
0
366.0000
0.0000
A
2016-05-05
Series A Liberty Ventures Common Stock
366.0000
366.0000
D
Stock Option (right to buy) - LVNTA
58.6600
2012-08-14
4
A
0
278.0000
0.0000
A
2017-05-10
Series A Liberty Ventures Common Stock
278.0000
278.0000
D
Stock Option (right to buy) - LVNTA
36.2100
2012-08-14
4
A
0
593.0000
0.0000
A
2018-12-15
Series A Liberty Ventures Common Stock
593.0000
593.0000
D
Stock Option (right to buy) - LVNTA
6.8900
2012-08-14
4
A
0
780.0000
0.0000
A
2015-12-16
Series A Liberty Ventures Common Stock
780.0000
780.0000
D
Stock Option (right to buy) - LVNTA
47.2100
2012-08-14
4
A
0
311.0000
0.0000
A
2014-12-24
Series A Liberty Ventures Common Stock
311.0000
311.0000
D
On August 9, 2012, the Issuer completed a transaction (the "Transaction") whereby it distributed, by means of a dividend, to each holder of its Liberty Interactive common stock (i) 0.05 of a share of the corresponding series of Liberty Ventures common stock for each share of that series of Liberty Interactive common stock held by such holder as of the distribution record date and (ii) 1/3 of a subscription right to purchase one share of Series A Liberty Ventures common stock for each share of Liberty Ventures common stock received by such holder in the distribution. See footnote (2) herein for the continuation of the description of the reported transaction.
In connection with the completion of the Transaction, all equity awards held by the Reporting Person with respect to Series A and Series B Liberty Interactive common stock (each an "Original Interactive Award") were adjusted pursuant to the anti-dilution provisions of the incentive plans under which the equity awards were granted, such that the Reporting Person received (i) an adjustment to the exercise price or base price, as applicable, and number of shares relating to the Original Interactive Award (as so adjusted, an "Adjusted Interactive Award") and (ii) an equity award relating to shares of the corresponding series of Liberty Ventures common stock (a "Ventures Award"). These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
The derivative security is fully vested.
Except as set forth on this Form 4, (i) the terms of the Adjusted Interactive Award will, in all material respects, be the same as those of the corresponding Original Interactive Award and (ii) the terms of the Ventures Award will, in all material respects, be the same as those of the corresponding Original Interactive Award.
The options were granted on December 15, 2011, and vest 100% on December 15, 2013.
poaromlic.txt
Craig Troyer as Attorney-in-Fact for Larry E. Romrell
2012-08-16
EX-24
2
poaromlic.txt
POWER OF ATTORNEY
Know all by these presents, that the undersigned
hereby constitutes and appoints each of Charles Y.
Tanabe, Craig Troyer, Pamela L. Coe, and Ruth M. Huff,
signing singly, as the undersigned's true
and lawful attorney-in-fact to:
1. Prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities
and Exchange Commission (the "SEC") a Form ID, including
amendments thereto, and any other documents necessary or
appropriate to obtain codes and passwords enabling the
undersigned to make electronic filings with the SEC of
reports required by Section 16(a) of the Securities
Exchange Act of 1934 or any rule or regulation of the SEC;
2. Execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and/or director
of Liberty Interactive Corporation (formerly known as Liberty
CapStarz, Inc.) (the "Company"), Forms 3, 4, and 5
in accordance with Section 16(a) of the Securities
Exchange Act of 1934 and the rules thereunder, and any
other forms or reports the undersigned may be required
to file in connection with the undersigned's ownership,
acquisition, or disposition of securities of the Company;
3. Do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to
complete and execute any such Form 3, 4, or 5, or other
form or report, and timely file such form or report
with the SEC and any stock exchange or similar authority; and
4. Take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of
such attorney-in-fact, may be of benefit to, in the best
interest of, or legally required by, the undersigned, it
being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to
this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact
may approve in such attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact
full power and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or proper to be
done in the exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or could do if personally present,
with full power of substitution or revocation, hereby
ratifying and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or substitutes,
shall lawfully do or cause to be done by virtue of this
Power of Attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at
the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the
Securities Act of 1934, and the undersigned agrees to
indemnify and hold harmless each of the attorneys-in-fact
from any liability or expense based on or arising from any
action taken pursuant to this Power of Attorney.
This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file Forms 3,
4, and 5 with respect to the undersigned's holdings of and
transactions in securities issued by the Company, unless
earlier revoked by the undersigned in a signed writing
delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 23rd day of September, 2011.
/s/ Larry E. Romrell
________________________________
Signature