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Liberty Media (FWONA) details officer share disposals and award changes

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(Neutral)
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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Liberty Media Corporation reported insider equity changes tied to a corporate restructuring of its Liberty Live tracking stock. On December 15, 2025, each share of its Liberty Live common stock series was redeemed for one share of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings, Inc.

Officer and CAO/PFO Brian J. Wendling reported the disposition of 17,266 shares of Series C Liberty Live common stock at a stated price of $0.0000 as part of this redemption. His derivative awards were adjusted so that existing restricted stock units and options now reference Liberty Live Group shares instead. One restricted stock unit award for 1,133 shares will vest on December 9, 2026, and a stock option for 8,422 shares vests in three substantially equal installments on December 8, 2024, 2025 and 2026. These adjustments were approved by the board under Rule 16b-3.

Positive

  • None.

Negative

  • None.
Insider Wendling Brian J
Role CAO/PFO
Type Security Shares Price Value
Other Restricted Stock Units - LLYVK 1,133 $0.00 --
Other Restricted Stock Units - LLYVK 3,046 $0.00 --
Other Stock Option (Right to Buy) - LLYVK 8,422 $0.00 --
Other Series C Liberty Live Common Stock 17,266 $0.00 --
Holdings After Transaction: Restricted Stock Units - LLYVK — 0 shares (Direct); Stock Option (Right to Buy) - LLYVK — 0 shares (Direct); Series C Liberty Live Common Stock — 0 shares (Direct)
Footnotes (1)
  1. On December 15, 2025, Liberty Media Corporation (the "Issuer") redeemed (the "Redemption") each share of its Series A Liberty Live common stock, Series B Liberty Live common stock and Series C Liberty Live common stock for one share of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings, Inc. ("Liberty Live Holdings"). Each restricted stock unit represents a contingent right to receive one share of Series C Liberty Live common stock. In connection with the Redemption, all restricted stock units held by the reporting person with respect to the Issuer's Liberty Live common stock (each, a "Live RSU") were adjusted pursuant to the anti-dilution provisions of the incentive plan under which the Live RSUs were granted, such that each Live RSU was exchanged for a restricted stock unit with respect to an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings. This restricted stock unit award will vest on December 9, 2026. In connection with the Redemption, all option awards held by the reporting person with respect to the Issuer's Liberty Live common stock (each, a "Live Award") were adjusted pursuant to the anti-dilution provisions of the incentive plan under which the Live Awards were granted, such that each Live Award was exchanged for an option to purchase an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings. This option award vests in three substantially equal installments on December 8, 2024, 2025, and 2026.
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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 for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Wendling Brian J
(Last) (First) (Middle)
12300 LIBERTY BOULEVARD
(Street)
ENGLEWOOD CO 80112
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liberty Media Corp [ FWONK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CAO/PFO
3. Date of Earliest Transaction (Month/Day/Year)
12/15/2025
4. If Amendment, Date of 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
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
Series C Liberty Live Common Stock 12/15/2025 J(1) 17,266 D $0.0000(1) 0.0000 D
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 Securities Underlying Derivative Security (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: 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 Stock Units - LLYVK (2) 12/15/2025 J(3) V 1,133 (4) (4) Series C Liberty Live Common Stock 1,133 $0.0000(3) 0.0000 D
Restricted Stock Units - LLYVK (2) 12/15/2025 J(3) V 3,046 12/03/2026 12/03/2026 Series C Liberty Live Common Stock 3,046 $0.0000(3) 0.0000 D
Stock Option (Right to Buy) - LLYVK $33.97 12/15/2025 J(5) V 8,422 (6) 12/08/2030 Series C Liberty Live Common Stock 8,422 $0.0000(5) 0.0000 D
Explanation of Responses:
1. On December 15, 2025, Liberty Media Corporation (the "Issuer") redeemed (the "Redemption") each share of its Series A Liberty Live common stock, Series B Liberty Live common stock and Series C Liberty Live common stock for one share of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings, Inc. ("Liberty Live Holdings").
2. Each restricted stock unit represents a contingent right to receive one share of Series C Liberty Live common stock.
3. In connection with the Redemption, all restricted stock units held by the reporting person with respect to the Issuer's Liberty Live common stock (each, a "Live RSU") were adjusted pursuant to the anti-dilution provisions of the incentive plan under which the Live RSUs were granted, such that each Live RSU was exchanged for a restricted stock unit with respect to an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings.
4. This restricted stock unit award will vest on December 9, 2026.
5. In connection with the Redemption, all option awards held by the reporting person with respect to the Issuer's Liberty Live common stock (each, a "Live Award") were adjusted pursuant to the anti-dilution provisions of the incentive plan under which the Live Awards were granted, such that each Live Award was exchanged for an option to purchase an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings.
6. This option award vests in three substantially equal installments on December 8, 2024, 2025, and 2026.
Remarks:
The transactions and adjustments described above were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
/s/ Brittany A. Uthoff as Attorney-in-Fact for Brian J. Wendling 12/17/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.

Source: View Original Filing on SEC EDGAR

FAQ

What does this Form 4 report for Liberty Media (FWONA)?

This Form 4 reports equity transactions for officer Brian J. Wendling related to a redemption in which Liberty Media’s Liberty Live tracking stock was exchanged for Liberty Live Group common stock of Liberty Live Holdings, Inc.

How many Liberty Live shares did the Liberty Media officer dispose of?

The officer reported disposing of 17,266 shares of Series C Liberty Live common stock at a stated price of $0.0000 in connection with the redemption.

What happened to the Liberty Media (FWONA) restricted stock units in this filing?

Each restricted stock unit tied to Liberty Media’s Liberty Live common stock was adjusted so that it became a restricted stock unit for an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings.

When will the adjusted restricted stock units reported in this Form 4 vest?

One restricted stock unit award covering 1,133 shares of Series C Liberty Live common stock of Liberty Live Holdings is scheduled to vest on December 9, 2026.

How were the stock options affected by the Liberty Live redemption?

All option awards tied to Liberty Media’s Liberty Live common stock were adjusted so that each option became an option to purchase an equivalent number of shares of the corresponding series of Liberty Live Group common stock of Liberty Live Holdings.

What are the vesting terms of the adjusted stock option reported?

The adjusted stock option for 8,422 shares of Series C Liberty Live common stock of Liberty Live Holdings vests in three substantially equal installments on December 8, 2024, 2025 and 2026.

Were these insider equity changes approved under a specific SEC rule?

Yes. The transactions and adjustments were approved by Liberty Media’s board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.