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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Liberty Global plc [ LBTY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/01/2023 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | ||||||
Class C Ordinary Shares | 03/01/2023 | A | 7,595(1) | A | (1) | 1,533,778 | D | |||
Class C Ordinary Shares | 03/01/2023 | F | 2,253 | D | $21.12 | 1,531,525 | D | |||
Class C Ordinary Shares | 13,983(2) | I | By 401(k) Plan |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Restricted Share Units B | (1) | 03/01/2023 | D | 7,890(3) | (4) | (4) | Class B Ordinary Shares | 7,890 | (1) | 0 | D |
Explanation of Responses: |
1. Pursuant to the Issuer's shareholding incentive program available to management generally, the Reporting Person received 7,890 Restricted Share Units (RSUs) in 2022, each representing a right to receive one share of Issuer's Class B ordinary shares. Under the terms of the Reporting Person's employment agreement, the RSUs were rebalanced pursuant to an Irrevocable Rebalance Notice of Certain Unvested Equity Awards, dated December 19, 2022, so that the Reporting Person received an equal value of Class C ordinary shares on settlement of the RSUs vesting in lieu of Class B ordinary shares. This Form 4 reflects the settlement of the RSUs into Class C ordinary shares; the RSUs are no longer outstanding, and no sale occurred. |
2. The Reporting Person received 922 shares contributed by Issuer under its 401(k) Plan as of March 1, 2023. |
3. Due to a clerical error by the Issuer, the number of shares underlying the RSU was incorrectly stated on the Form 4 filed with the Commission on March 16, 2022 to report the grant of the RSU, and such report is deemed amended by this report on Form 4, which reflects the correct number of shares underlying the RSU, which is 234 additional shares. |
4. The RSUs vested in full on March 1, 2023. |
Remarks: |
The trading symbols for the Issuer's classes of ordinary shares are LBTYA, LBTYB, and LBTYK. |
/s/ Michael T. Fries | 03/03/2023 | |
** 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. |