{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-25-067808","form_type":"8-K","ticker":"GLIBA","cik":"0002057463","company_name":"GCI Liberty, Inc.","filed_at":"2025-07-15T23:59:59+00:00","discovered_at":"2026-05-14T18:02:45.919403+00:00","generated_at":"2026-05-18T06:33:44.139511+00:00","sec_items":["1.01","2.01","3.03","5.03","5.02","7.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.85,"calibrated_materiality_score":0.85,"confidence":"high","headline":"GCI Liberty completes spin-off from Liberty Broadband; begins trading July 15 under GLIBA/GLIBK","bullets":["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."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-25-067808","json":"https://secwatch.observer/filing/0001104659-25-067808.json","markdown":"https://secwatch.observer/filing/0001104659-25-067808.md","text":"https://secwatch.observer/filing/0001104659-25-067808.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/tm2519293d4_8-k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-18T06:33:44.139511+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"05a943b5fb22a9049eb579ddbedf73c5f4f17730","claim":"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).","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2025-07-14"}],"fact_type":"governance_change"},{"claim_id":"338fb738bb5c5b213e6ebbb9c6ed5c80c8979d38","claim":"GCI Liberty, Inc.: Filed Certificate of Designations for non-voting preferred stock (effective 2025-07-11).","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2025-07-11"}],"fact_type":"governance_change"},{"claim_id":"6675e28142f3cb2151b6b1e5ce9a1b3ce3006c0f","claim":"GCI Liberty, Inc.: Amended and restated bylaws effective at the Effective Time on July 14, 2025 (effective 2025-07-14).","evidence_excerpt":"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.","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"bylaw amendment"},{"label":"Effective","value":"2025-07-14"}],"fact_type":"governance_change"},{"claim_id":"b29605cabf8b18c73585cca2e5372dd7b19f6a0c","claim":"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).","evidence_excerpt":"(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","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm","confidence":0.95,"family_label":"M&A Transactions","details":[{"label":"Action","value":"change of control"},{"label":"Counterparty","value":"Liberty Broadband Corporation"},{"label":"Consideration","value":"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"},{"label":"Closing","value":"2025-07-14"}],"fact_type":"ma_transaction"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}