SEC Form 4 · accession 0001225208-15-022654
Liberty Broadband Corp · LBRDA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory B Maffei
Officer — President/CEO · Director
Period of report
Dec 15, 2015
Accepted (ET)
Dec 17, 2015 · 6:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001611983
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Series A Common Stock | Dec 15, 2015 | M | 109,229 | $33.12 | A | 543,776 | D | |
| Series A Common Stock | Dec 15, 2015 | F | 89,993 | $49.41 | D | 453,783 | D | |
| Series C Common Stock | Dec 15, 2015 | M | 220,734 | $33.11 | A | 1,398,918 | D | |
| Series C Common Stock | Dec 15, 2015 | F | 181,565 | $49.58 | D | 1,217,353 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option - LBRDA (Right to Buy)F1,F2 | $33.12 | Dec 15, 2015 | M | 109,229 | D | — | Dec 16, 2015 | Series A Common Stock | 109,229 | 0 | D |
| Stock Option - LBRDK (Right to Buy)F1,F2 | $33.11 | Dec 15, 2015 | M | 220,734 | D | — | Dec 16, 2015 | Series C Common Stock | 220,734 | 0 | D |
Explanation of responses
- F1This equity award was granted as a result of the spin-off (as described in the Remarks section). In connection with the completion of the spin-off, all equity awards held by the reporting person with respect to Liberty's common stock (each an "Original LMC Award") were adjusted pursuant to the anti-dilution provisions of the incentive plan 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 LMC Award and (ii) an equity award relating to shares of the corresponding series of the Issuer's common stock. 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.
- F2The derivative security is fully vested.
Remarks
On November 4, 2014, Liberty Media Corporation ("Liberty") completed the spin-off (the "spin-off") of the Issuer (formerly a wholly-owned subsidiary of Liberty), which was effected by the distribution to each holder of Liberty's common stock of shares of the corresponding series of the Issuer's common stock.