SEC Form 4 · accession 0000808461-18-000128

GCI LIBERTY, INC. · GLIBA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Ronald A Duncan

Director

Period of report

Mar 8, 2018

Accepted (ET)

Mar 12, 2018 · 9:31 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000808461

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A-1 Common Stock^F1,F2	Mar 8, 2018	J	687,121	$0.00	D	0	D
Class A Common Stock^F1	Mar 8, 2018	J	432,886	$0.00	A	432,886	D
Series A Cumulative Redeemable Preferred Stock^F1	Mar 8, 2018	J	137,424	$0.00	A	137,424	D
Class A-1 Common Stock^F1	Mar 8, 2018	J	390,378	$0.00	D	0	I	by 560 Company
Class A Common Stock^F1	Mar 8, 2018	J	245,938	$0.00	A	245,938	I	by 560 Company
Series A Cumulative Redeemable Preferred Stock^F1	Mar 8, 2018	J	78,076	$0.00	A	78,076	I	by 560 Company
Class A-1 Common Stock^F1,F3	Mar 8, 2018	J	7,500	$0.00	D	0	I	by Neoma Lowndes Trust
Class A Common Stock^F1,F3	Mar 8, 2018	J	4,725	$0.00	A	4,725	I	by Neoma Lowndes Trust
Series A Cumulative Redeemable Preferred Stock^F1,F3	Mar 8, 2018	J	1,500	$0.00	A	1,500	I	by Neoma Lowndes Trust
Class A-1 Common Stock^F1,F4	Mar 8, 2018	J	63,186	$0.00	D	0	I	by Spouse
Class A Common Stock^F1,F4	Mar 8, 2018	J	39,807	$0.00	A	39,807	I	by Spouse
Series A Cumulative Redeemable Preferred Stock^F1,F4	Mar 8, 2018	J	12,637	$0.00	A	12,637	I	by Spouse
Class A-1 Common Stock^F1	Mar 8, 2018	J	2,909	$0.00	D	0	I	by 401(k)
Class A Common Stock^F1,F5	Mar 8, 2018	J	1,833	$0.00	A	1,833	I	by 401(k)
Series A Cumulative Redeemable Preferred Stock^F1,F5	Mar 8, 2018	J	582	$0.00	A	582	I	by 401(k)
Class A-1 Common Stock^F1	Mar 8, 2018	J	15,000	$0.00	D	0	I	by Missy, LLC
Class A Common Stock^F1,F6	Mar 8, 2018	J	9,450	$0.00	A	9,450	I	by Missy, LLC
Series A Cumulative Redeemable Preferred Stock^F1,F7	Mar 8, 2018	J	3,000	$0.00	A	3,000	I	by Missy, LLC
Class A-1 Common Stock^F1,F8	Mar 8, 2018	J	37,000	$0.00	D	0	I	by Amanda Miller Trust
Class A Common Stock^F1,F8	Mar 8, 2018	J	23,310	$0.00	A	23,310	I	by Amanda Miller Trust
Series A Cumulative Redeemable Preferred Stock^F1,F8	Mar 8, 2018	J	7,400	$0.00	A	7,400	I	by Amanda Miller Trust
Class A-1 Common Stock^F1,F4	Mar 8, 2018	J	18,560	$0.00	D	0	I	by Daughter
Class A Common Stock^F1,F4	Mar 8, 2018	J	11,693	$0.00	A	11,693	I	by Daughter
Series A Cumulative Redeemable Preferred Stock^F1,F4	Mar 8, 2018	J	3,712	$0.00	A	3,712	I	by Daughter

Table II — derivative securities

No Table II lines on this filing.

Explanation of responses

F1On March 8, 2018, the Issuer effected the automatic conversion of its Class A-1 common stock and its Class B-1 common stock in accordance with the terms of the Issuer's amended and restated articles of incorporation. As a result, each share of the Issuer's Class A-1 common stock and Class B-1 common stock was automatically converted into (i) a fraction of a share of the Issuer's Class A common stock equal to 0.63 and (ii) a fraction of a share of the Issuer's Series A Cumulative Redeemable Preferred Stock equal to 0.20. These transactions were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities and Exchange Act of 1934, as amended.
F2This holding was decreased by two shares from the Form 4 filed by the reporting person on March 5, 2018, as a result of an accounting reconciliation.
F3Mr. Duncan's daughter is the 50% beneficiary of this trust, and Mr. Duncan disclaims beneficial ownership of these shares.
F4Mr. Duncan disclaims beneficial ownership of these shares.
F5Shares allocated to Mr. Duncan under the Company's 401(k) Plan as of March 8, 2018.
F6Mr. Duncan has a 25% ownership interest in Missy, LLC, and claims beneficial ownership of 3,150 of these shares held by Missy, LLC. His spouse has a 25% ownership interest in Missy, LLC, and Mr. Duncan disclaims beneficial ownership of the 3,150 shares held indirectly by his spouse. The Neoma Lowndes Trust holds the remaining 50% interest in Missy, LLC. Mr. Duncan's daughter is the 50% beneficiary of this trust, and Mr. Duncan disclaims beneficial ownership of the 3,150 shares held indirectly by his daughter.
F7Mr. Duncan has a 25% ownership interest in Missy, LLC, and claims beneficial ownership of 1,000 of these shares held by Missy, LLC. His spouse has a 25% ownership interest in Missy, LLC, and Mr. Duncan disclaims beneficial ownership of the 1,000 shares held indirectly by his spouse. The Neoma Lowndes Trust holds the remaining 50% interest in Missy, LLC. Mr. Duncan's daughter is the 50% beneficiary of this trust, and Mr. Duncan disclaims beneficial ownership of the 1,000 shares held indirectly by his daughter.
F8Mr. Duncan's daughter is the beneficiary of this trust. Mr. Duncan has no voting or investment power with respect to the trust and disclaims beneficial ownership of these shares.