SEC Form 4 · accession 0001225208-16-041341
Old QVC Group, Inc. · QVCGP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John C Malone
Officer — Chairman of the Board · Director · 10% Owner
Period of report
Nov 4, 2016
Accepted (ET)
Nov 8, 2016 · 7:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001355096
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Liberty Ventures Common StockF1,F2 | Nov 4, 2016 | J | 351,831 | $0.00 | D | 527,746 | D | |
| Series B Liberty Ventures Common StockF3,F1 | Nov 4, 2016 | J | 2,553,764 | $0.00 | D | 3,830,645 | D | |
| Series A Liberty Ventures Common StockF1,F4 | Nov 4, 2016 | J | 52,828 | $0.00 | D | 79,243 | I | By Spouse |
| Series B Liberty Ventures Common StockF3,F1,F5 | Nov 4, 2016 | J | 82,565 | $0.00 | D | 123,848 | I | By Spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On November 4, 2016, Liberty Interactive Corporation (the "Issuer") redeemed (the "Redemption") a portion of the shares of its Liberty Ventures common stock for shares of common stock of Liberty Expedia Holdings, Inc. ("Splitco"). In the Redemption, the Issuer redeemed (i) 0.4 of each outstanding share of its Series A Liberty Ventures common stock for 0.4 of a share of Splitco's Series A common stock and (ii) 0.4 of each outstanding share of its Series B Liberty Ventures common stock for 0.4 of a share of Splitco's Series B common stock (in each case, with cash paid in lieu of any fractional shares). Such transactions were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
- F2These holdings were decreased by one share as a result of the cash-in-lieu payment for fractional shares resulting from the Redemption.
- F3Each share of Series B Liberty Ventures common stock is convertible, at the holder's election, into one share of Series A Liberty Ventures common stock, at any time for no consideration other than the surrender of the share of Series B Liberty Ventures common stock for each share of Series A Liberty Ventures common stock.
- F4These holdings were decreased by one share as a result of the cash-in-lieu payment for fractional shares resulting from the Redemption. The reporting person disclaims beneficial ownership of these shares owned by his spouse.
- F5The reporting person disclaims beneficial ownership of these shares owned by his spouse.