---
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"
generated_at: "2026-05-18T06:33:44.139511+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# GCI Liberty completes spin-off from Liberty Broadband; begins trading July 15 under GLIBA/GLIBK

## Summary
- 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.

## SEC filing metadata
- 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
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 2.01, 3.03, 5.03, 5.02, 7.01, 9.01
- 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

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-25-067808
- JSON: https://secwatch.observer/filing/0001104659-25-067808.json
- Plain text: https://secwatch.observer/filing/0001104659-25-067808.txt

## Key facts
- Governance Changes
  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
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm
- Governance Changes
  GCI Liberty, Inc.: Filed Certificate of Designations for non-voting preferred stock (effective 2025-07-11).
  - Change: charter amendment
  - Effective: 2025-07-11
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm
- Governance Changes
  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
  source text: 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_url: https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm
- M&A Transactions
  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
  source text: (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_url: https://www.sec.gov/Archives/edgar/data/2057463/000110465925067808/0001104659-25-067808-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.