0001225208-20-015024.txt : 20201222 0001225208-20-015024.hdr.sgml : 20201222 20201222165213 ACCESSION NUMBER: 0001225208-20-015024 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201218 FILED AS OF DATE: 20201222 DATE AS OF CHANGE: 20201222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: MALONE JOHN C CENTRAL INDEX KEY: 0000937797 STATE OF INCORPORATION: CO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36713 FILM NUMBER: 201408699 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Liberty Broadband Corp CENTRAL INDEX KEY: 0001611983 STANDARD INDUSTRIAL CLASSIFICATION: CABLE & OTHER PAY TELEVISION SERVICES [4841] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 BUSINESS PHONE: 720-875-5400 MAIL ADDRESS: STREET 1: 12300 LIBERTY BLVD CITY: ENGLEWOOD STATE: CO ZIP: 80112 4 1 doc4.xml X0306 4 2020-12-18 0001611983 Liberty Broadband Corp LBRDA 0000937797 MALONE JOHN C 12300 LIBERTY BLVD. ENGLEWOOD CO 80112 1 1 Series A Cumulative Redeemable Preferred Stock 2020-12-18 4 A 0 10.0000 0 A 10.0000 D Series C Common Stock 2020-12-18 4 A 0 2527885.0000 0 A 4648744.0000 D Series C Common Stock 2020-12-18 4 A 0 117791.0000 0 A 357106.0000 I Leslie A. Malone 1995 Revocable Trust Series C Common Stock 213332.0000 I Malone LG 2013 Charitable Remainder Unitrust Pursuant to the terms of the Merger Agreement (as defined in the Remarks section), each share of GCI Liberty's (as defined in the Remarks section) Series A Cumulative Redeemable Preferred Stock was converted into the right to receive 1 share of the Issuer's newly issued Series A Cumulative Redeemable Preferred Stock. Pursuant to the terms of the Merger Agreement, each share of GCI Liberty's Series A common stock was converted into the right to receive 0.580 of a share of the Issuer's Series C common stock. The reporting person disclaims beneficial ownership of these shares. Pursuant to the Agreement and Plan of Merger, dated August 6, 2020 (the "Merger Agreement"), by and among GCI Liberty, Inc. ("GCI Liberty"), the Issuer, Grizzly Merger Sub 1, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Issuer ("Merger LLC"), and Grizzly Merger Sub 2, Inc., a Delaware corporation and a wholly owned subsidiary of Merger LLC ("Merger Sub"), on December 18, 2020, Merger Sub merged with and into GCI Liberty (the "Merger"), with GCI Liberty surviving the Merger as a wholly owned subsidiary of Merger LLC, and immediately following the Merger, GCI Liberty (as the surviving corporation in the Merger) merged with and into Merger LLC (the "Upstream Merger"), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of the Issuer. /s/ Craig Troyer as Attorney-in-Fact for John C. Malone 2020-12-22