SEC FORM 5

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

RAPLEY DAVID E

(Last)

(First)

(Middle)

161 HAMMERSMITH ROAD

(Street)

LONDON

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Liberty Global plc [ LBTY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
LiLAC Class A	12/29/2017		J⁽¹⁾	585	D	$0	0	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)
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)	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
LiLAC Share Option A (right to buy)	$20.71	12/29/2017		J⁽²⁾		894	⁽³⁾	06/21/2024	LiLAC Class A	894	$0	0	D
LiLAC Share Option A (right to buy)	$36.66	12/29/2017		J⁽²⁾		728	⁽⁴⁾	06/16/2023	LiLAC Class A	728	$0	0	D
LiLAC Share Option A (right to buy)	$36.94	12/29/2017		J⁽²⁾		292	⁽⁴⁾	06/16/2023	LiLAC Class A	292	$0	0	D
LiLAC Share Option A (right to buy)	$53.5	12/29/2017		J⁽²⁾		268	⁽⁵⁾	06/25/2022	LiLAC Class A	268	$0	0	D
LiLAC Share Option A (right to buy)	$48.17	12/29/2017		J⁽²⁾		107	⁽⁵⁾	06/25/2022	LiLAC Class A	107	$0	0	D
LiLAC Share Option A (right to buy)	$20.89	12/29/2017		J⁽²⁾		99	⁽⁶⁾	06/19/2022	LiLAC Class A	99	$0	0	D
LiLAC Share Option A (right to buy)	$23.2	12/29/2017		J⁽²⁾		248	⁽⁶⁾	06/19/2022	LiLAC Class A	248	$0	0	D
LiLAC Share Option A (right to buy)	$41.43	12/29/2017		J⁽²⁾		355	⁽⁶⁾	06/26/2021	LiLAC Class A	355	$0	0	D
LiLAC Share Option A (right to buy)	$37.31	12/29/2017		J⁽²⁾		142	⁽⁶⁾	06/26/2021	LiLAC Class A	142	$0	0	D
LiLAC Share Option A (right to buy)	$20.02	12/29/2017		J⁽²⁾		130	⁽⁶⁾	06/21/2021	LiLAC Class A	130	$0	0	D
LiLAC Share Option A (right to buy)	$18.03	12/29/2017		J⁽²⁾		52	⁽⁶⁾	06/21/2021	LiLAC Class A	52	$0	0	D
LiLAC Share Option A (right to buy)	$35.16	12/29/2017		J⁽²⁾		578	⁽⁶⁾	06/28/2020	LiLAC Class A	578	$0	0	D
LiLAC Share Option A (right to buy)	$31.65	12/29/2017		J⁽²⁾		231	⁽⁶⁾	06/28/2020	LiLAC Class A	231	$0	0	D
LiLAC Share Option A (right to buy)	$12.8	12/29/2017		J⁽²⁾		122	⁽⁶⁾	06/17/2020	LiLAC Class A	122	$0	0	D
LiLAC Share Option A (right to buy)	$11.52	12/29/2017		J⁽²⁾		49	⁽⁶⁾	06/17/2020	LiLAC Class A	49	$0	0	D
LiLAC Share Option A (right to buy)	$7.14	12/29/2017		J⁽²⁾		436	⁽⁶⁾	06/17/2019	LiLAC Class A	436	$0	0	D
LiLAC Share Option A (right to buy)	$6.42	12/29/2017		J⁽²⁾		174	⁽⁶⁾	06/17/2019	LiLAC Class A	174	$0	0	D

Explanation of Responses:

1. Pursuant to the Split-Off (as described in the Remarks section), all of the outstanding ordinary shares of Liberty Global plc's (the "Issuer") Class A LiLAC ordinary shares, Class B LiLAC ordinary shares and Class C LiLAC ordinary shares were redesignated as deferred shares (with virtually no economic rights) and those deferred shares were transferred for no consideration to a third-party designee. The Split-Off was exempt pursuant to Rule 16b-7 under the Securities Exchange Act of 1934, as amended (the "Act").

2. In connection with the Split-Off, the options were converted on a one-for-one basis, pursuant to the anti-dilution provisions of the plan under which the options were granted, to options of Splitco with the same terms, conditions and share class as the Issuer's options. These transactions were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Act.

3. The option vests in three equal annual installments commencing on the date of the Issuer's 2018 annual general meeting of shareholders and on the date of each annual general meeting of shareholders thereafter.

4. The option vests in three equal annual installments commencing on the date of the Issuer's 2017 annual general meeting of shareholders and on the date of each annual general meeting of shareholders thereafter.

5. The option vests in three equal annual installments commencing on the date of the Issuer's 2016 annual general meeting of shareholders and on the date of each annual general meeting of shareholders thereafter.

6. The option is immediately exercisable.

Remarks:

On December 29, 2017, the Issuer effected the split-off of its wholly owned subsidiary, Liberty Latin America Ltd. ("Splitco"), by distributing Splitco's common shares (the "distribution") to the holders of the Issuer's LiLAC Ordinary Shares. Immediately following the distribution, the LiLAC Ordinary Shares were redesignated as deferred shares (with virtually no economic rights) and those deferred shares were transferred for no consideration to a third-party designee (such transactions together with the distribution, the "Split-Off"). In the distribution, holders of LiLAC Ordinary Shares received one share of the same class of common shares of Splitco for each LiLAC Ordinary Share held by them at 5:00 p.m., New York City time, on December 29, 2017. The trading symbols for the Issuer's classes of ordinary shares are LBTYA, LBTYB and LBTYK.

	/s/ David E. Rapley	02/12/2018
	** Signature of Reporting Person	Date
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