Liberty Global Ltd.

11/15/2024 | Press release | Distributed by Public on 11/15/2024 15:37

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(Print or Type Responses)
1. Name and Address of Reporting Person *
HALL BRYAN H
2. Issuer Name and Ticker or Trading Symbol
Liberty Global Ltd. [LBTY]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, Gen Counsel & Secretary
(Last) (First) (Middle)
1550 WEWATTA STREET, STE 1000
3. Date of Earliest Transaction (Month/Day/Year)
11/13/2024
(Street)
DENVER, CO 80202
4. If Amendment, Date 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
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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) 11/13/2024 J(2) 13,707 (3) (3) Class A Common Shares 13,707 $ 0 13,707 D
Restricted Share Units C (1) 11/13/2024 J(2) 13,578 (3) (3) Class C Common Shares 13,578 $ 0 13,578 D
Share Appreciation Rights A $24.26 11/13/2024 J(2) 72,580 (4) 05/01/2025 Class A Common Shares 72,580 $ 0 72,580 D
Share Appreciation Rights A $18.95 11/13/2024 J(2) 83,885 (4) 05/01/2026 Class A Common Shares 83,885 $ 0 83,885 D
Share Appreciation Rights A $20.61 11/13/2024 J(2) 78,924 (4) 05/01/2027 Class A Common Shares 78,924 $ 0 78,924 D
Share Appreciation Rights A $17.26 11/13/2024 J(2) 90,566 (4) 05/01/2028 Class A Common Shares 90,566 $ 0 90,566 D
Share Appreciation Rights A $15 11/13/2024 J(2) 160,825 (4) 03/07/2029 Class A Common Shares 160,825 $ 0 160,825 D
Share Appreciation Rights A $14.38 11/13/2024 J(2) 109,505 (4) 04/01/2029 Class A Common Shares 109,505 $ 0 109,505 D
Share Appreciation Rights A $9.27 11/13/2024 J(2) 204,829 (4) 04/01/2030 Class A Common Shares 204,829 $ 0 204,829 D
Share Appreciation Rights A $14.89 11/13/2024 J(2) 442,910 (4) 04/13/2031 Class A Common Shares 442,910 $ 0 442,910 D
Share Appreciation Rights A $10.7 11/13/2024 J(2) 169,813 (5) 03/24/2033 Class A Common Shares 169,813 $ 0 169,813 D
Share Appreciation Rights A $9.66 11/13/2024 J(2) 226,272 (6) 03/25/2034 Class A Common Shares 226,272 $ 0 226,272 D
Share Appreciation Rights C $23.62 11/13/2024 J(2) 144,967 (4) 05/01/2025 Class C Common Shares 144,967 $ 0 144,967 D
Share Appreciation Rights C $18.45 11/13/2024 J(2) 166,192 (4) 05/01/2026 Class C Common Shares 166,192 $ 0 166,192 D
Share Appreciation Rights C $20.29 11/13/2024 J(2) 156,364 (4) 05/01/2027 Class C Common Shares 156,364 $ 0 156,364 D
Share Appreciation Rights C $16.87 11/13/2024 J(2) 179,428 (4) 05/01/2028 Class C Common Shares 179,428 $ 0 179,428 D
Share Appreciation Rights C $14.7 11/13/2024 J(2) 318,624 (4) 03/07/2029 Class C Common Shares 318,624 $ 0 318,624 D
Share Appreciation Rights C $14.08 11/13/2024 J(2) 216,949 (4) 04/01/2029 Class C Common Shares 216,949 $ 0 216,949 D
Share Appreciation Rights C $8.82 11/13/2024 J(2) 405,803 (4) 04/01/2030 Class C Common Shares 405,803 $ 0 405,803 D
Share Appreciation Rights C $14.97 11/13/2024 J(2) 877,484 (4) 04/13/2031 Class C Common Shares 877,484 $ 0 877,484 D
Share Appreciation Rights C $11.3 11/13/2024 J(2) 336,430 (5) 03/24/2033 Class C Common Shares 336,430 $ 0 336,430 D
Share Appreciation Rights C $10.2 11/13/2024 J(2) 224,143 (6) 03/25/2034 Class C Common Shares 224,143 $ 0 224,143 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HALL BRYAN H
1550 WEWATTA STREET, STE 1000
DENVER, CO 80202
EVP, Gen Counsel & Secretary

Signatures

/s/ Bryan H. Hall 11/15/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Each Restricted Share Unit (RSU) 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 disclosures herein reflect adjustments to equity awards previously granted. No new awards were made. The Issuer effected a spin-off of Sunrise Communications AG (the Spin-Off) on November 8, 2024. In the ordinary course of business and under the terms of the Issuer's equity incentive plans, equity awards held by the Issuer's employees and directors have been adjusted to reflect the distribution made in the Spin-Off. As a result of these adjustments, the number of the Issuer's Class A common shares and Class C common shares, as applicable, underlying the outstanding share options, share appreciation rights (SARs) and certain restricted share units (RSUs) and the exercise prices of the share options and SARs, in each case, reported herein were adjusted to preserve the intrinsic value of such securities pre- and post-Spin-Off.
(3) Based on the Reporting Person's receipt of shares as part of the 2023 Annual Performance Award previously reported (Bonus Shares), the Reporting Person also received RSUs equal to 12.5% of such shares received pursuant to the shareholding incentive program of the 2023 Annual Performance Award program. These RSUs will vest in full on March 1, 2025, provided that the Reporting Person does not sell, transfer or otherwise dispose of the Bonus Shares through such date.
(4) The SARs are immediately exercisable.
(5) The SARs vest in three equal annual installments commencing on May 1, 2024.
(6) The SARs vest in three equal annual installments commencing on May 1, 2025.

Remarks:
The trading symbols for the Issuer's classes of common shares are LBTYA, LBTYB, and LBTYK.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.