Gould Paul A converted options into 3,726 units of Class C Common Shares and covered exercise/tax liability with 353 units of Class C Common Shares, increasing direct ownership by 0.38% to 902,432 units (SEC Form 4)
$LBTYB
Cable & Other Pay Television Services
Telecommunications
| 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 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
Liberty Global Ltd. [ LBTY ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 05/21/2024 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 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 Common Shares | 05/21/2024 | M | 3,726 | A | (1) | 902,785 | D | |||
| Class C Common Shares | 05/21/2024 | F | 353 | D | $17.17 | 902,432 | D | |||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 A | (1) | 05/21/2024 | A | 3,333 | (2) | (2) | Class A Common Shares | 3,333 | (1) | 3,333 | D | ||||
| Restricted Share Units C | (1) | 05/21/2024 | A | 3,333 | (2) | (2) | Class C Common Shares | 3,333 | (1) | 3,333 | D | ||||
| Share Option A (right to buy) | $17.01 | 05/21/2024 | A | 8,831 | (3) | 05/21/2034 | Class A Common Shares | 8,831 | $0 | 8,831 | D | ||||
| Share Option C (right to buy) | $17.5 | 05/21/2024 | A | 8,831 | (3) | 05/21/2034 | Class C Common Shares | 8,831 | $0 | 8,831 | D | ||||
| Restricted Share Units A | (1) | 05/21/2024 | M | 1,863 | (4) | (4) | Class A Common Shares | 1,863 | (1) | 0 | D | ||||
| Class A Share Fund Units | (5) | 05/21/2024 | M | 1,863(6) | (5) | (5) | Class A Common Shares | 1,863(6) | (5) | 18,610 | D | ||||
| Restricted Share Units C | (1) | 05/21/2024 | M | 3,726 | (4) | (4) | Class C Common Shares | 3,726 | (1) | 0 | D | ||||
| Explanation of Responses: |
| 1. Each Restricted Share Unit represents a right to receive one share of Issuer's Class A common shares or Class C common shares, as the case may be. |
| 2. The Restricted Share Units will vest in full on the date of the Issuer's 2025 annual general meeting. |
| 3. The option vests in three equal annual installments commencing on the date of the Issuer's 2025 annual general meeting of shareholders and on the date of each annual general meeting of shareholders thereafter. |
| 4. The Restricted Share Units vested in full on the date of the Issuer's 2024 annual general meeting. |
| 5. The share fund units represent the economic equivalent of one share of the corresponding class of the Issuer's ordinary shares. The share fund units confer no voting or other rights of stock ownership. The share fund units will be payable, in shares of the corresponding class of the Issuer's ordinary shares, in accordance with the Director Deferred Compensation Plan. |
| 6. The share fund units represent the deferral of shares the Reporting Person received upon the vesting of the 1,863 Restricted Share Units A. |
| Remarks: |
| The trading symbols for the Issuer's classes of common shares are LBTYA, LBTYB, and LBTYK. |
| /s/ Cory Smith, Attorney-in-Fact | 05/23/2024 | |
| ** 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. | ||