GCI Liberty, Inc. (GLIBA): M&A transaction — GCI Liberty completes spin-off from Liberty Broadband; begins trading July 15 under GLIBA/GLIBK

GCI Liberty, Inc.

Spin-off completed July 14, 2025 at 4:30 PM ET; distribution of 0.20 GCI Liberty share per Liberty Broadband share.
Series A (GLIBA) and Series C (GLIBK) common stock begin trading on Nasdaq on July 15; Series B (GLIBB) on OTC Markets around July 21.
Outstanding shares: 3.65M Series A, 400,806 Series B, 24.65M Series C; plus 10,000 preferred shares.
Board expanded to five directors; Ronald A. Duncan appointed President and CEO; Wendling and Wilm step down as directors.
Multiple spin-off agreements executed including Separation, Tax Sharing, Services, Facilities Sharing, and Aircraft Time Sharing.

item 1.01 item 2.01 item 3.03 item 5.03 item 5.02 item 7.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

GCI Liberty, Inc.: Filed Amended and Restated Articles of Incorporation reclassifying outstanding common stock into GCI Group common stock and authorizing Ventures Group common stock (effective 2025-07-14).

Change: charter amendment
Effective: 2025-07-14

Exact text from the filing

On July 14, 2025, GCI Liberty filed its Amended and Restated Articles of Incorporation (the “ Restated Articles ”) with the Nevada Secretary of State, which became effective as of 4:05 p.m., New York City time on July 14, 2025.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

GCI Liberty, Inc.: Filed Certificate of Designations for non-voting preferred stock (effective 2025-07-11).

Change: charter amendment
Effective: 2025-07-11

Exact text from the filing

On July 11, 2025, GCI Liberty filed its Certificate of Designations (the “ Certificate of Designations ”) with the Nevada Secretary of State, which became effective upon filing with the Nevada Secretary of State on July 11, 2025.

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Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

GCI Liberty, Inc.: Amended and restated bylaws effective at the Effective Time on July 14, 2025 (effective 2025-07-14).

Change: bylaw amendment
Effective: 2025-07-14

Exact text from the filing

Also on July 14, 2025, effective as of the Effective Time, GCI Liberty’s amended and restated its bylaws (the “ Bylaws ”) to read as filed as Exhibit 3.2 of this Current Report on Form 8-K.

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M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.95

GCI Liberty, Inc. underwent a change of control involving Liberty Broadband Corporation for Distribution of 0.20 of a share of GCI Liberty's Series A, Series B, and Series C GCI Group common stock for each whole share of the corresponding series of Lib (closed 2025-07-14).

Action: change of control
Counterparty: Liberty Broadband Corporation
Consideration: Distribution of 0.20 of a share of GCI Liberty's Series A, Series B, and Series C GCI Group common stock for each whole share of the corresponding series of Lib
Closing: 2025-07-14

Exact text from the filing

(the “ Spin-Off ”) of its former wholly-owned subsidiary GCI Liberty, Inc. (“ GCI Liberty ”). The Spin-Off was accomplished by means of a distribution by Liberty Broadband of 0.20 of a share of GCI Liberty’s Series A GCI Group common stock, par value $0.01 per share, Series B GCI Group common stock, par value $0.01 per share, and Series C GCI Group common

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42 governance changes filed in the last 30 days. Browse all governance changes →

GCI Liberty, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-25-067808

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