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Liberty Media (FWONA) records Liberty Live split-off, ending its stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Liberty Live Holdings, Inc. reported equity transactions connected to its split-off from Liberty Media Corporation. Liberty Media originally held 1,000 shares of Liberty Live common stock, which were reclassified into 25,573,685 shares of Series A Liberty Live Group common stock, 2,530,951 shares of Series B, and 63,824,185 shares of Series C on December 15, 2025.

Immediately after this reclassification, Liberty Media redeemed each outstanding share of its Liberty Live tracking stocks for one share of the corresponding Liberty Live Holdings Series A, B or C stock. After these steps, Liberty Media no longer had any equity interest in Liberty Live Holdings and therefore is no longer subject to Section 16 reporting requirements for this issuer.

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Insights

Liberty Live’s split-off reclassifies shares and removes Liberty Media as a shareholder.

The disclosure outlines how Liberty Live Holdings’ capital structure was reshaped as part of its separation from Liberty Media Corporation on December 15, 2025. Liberty Media’s 1,000 Liberty Live common shares were reclassified into 25,573,685 Series A Liberty Live Group shares, 2,530,951 Series B shares and 63,824,185 Series C shares, creating three distinct classes of Liberty Live equity.

Immediately afterward, Liberty Media redeemed its Liberty Live tracking stocks for one share of the corresponding new Liberty Live Holdings Series A, B or C stock per share. As a result, Liberty Media ceased to hold any equity interest in Liberty Live Holdings and is no longer a Section 16 reporting owner for this company. The mechanics are structural and share-based, with no cash amounts described in the excerpt.

Insider Liberty Media Corp
Role 10% Owner
Type Security Shares Price Value
Other Common Stock 1,000 $0.00 --
Other Series A Liberty Live Group Common Stock 25,573,685 $0.00 --
Other Series B Liberty Live Group Common Stock 2,530,951 $0.00 --
Other Series C Liberty Live Group Common Stock 63,824,185 $0.00 --
Other Series A Liberty Live Group Common Stock 25,573,685 $0.00 --
Other Series B Liberty Live Group Common Stock 2,530,951 $0.00 --
Other Series C Liberty Live Group Common Stock 63,824,185 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Direct); Series A Liberty Live Group Common Stock — 25,573,685 shares (Direct); Series B Liberty Live Group Common Stock — 2,530,951 shares (Direct); Series C Liberty Live Group Common Stock — 63,824,185 shares (Direct)
Footnotes (1)
  1. The transactions reported on this Form 4 relate to the split-off of the Issuer from the Reporting Person effective December 15, 2025. To effect the split-off, the issued and outstanding common stock of the Issuer, consisting of 1,000 shares of common stock, all of which were held by the Reporting Person, were reclassified into 25,573,685 shares of the Issuer's Series A Liberty Live Group common stock ("LLYVA"), 2,530,951 shares of the Issuer's Series B Liberty Live Group common stock ("LLYVB"), and 63,824,185 shares of the Issuer's Series C Liberty Live Group common stock ("LLYVK" and, together with LLYVA and LLYVB, the "Liberty Live Group Common Stock") (collectively, the "Reclassification"). Immediately following the Reclassification, the Reporting Person redeemed (i) each outstanding share of its Series A Liberty Live common stock for one share of LLYVA, (ii) each outstanding share of its Series B Liberty Live common stock for one share of LLYVB and (iii) each outstanding share of its Series C Liberty Live common stock for one share of LLYVK. As a result of the foregoing transactions, the Issuer was split-off from the Reporting Person and the Reporting Person ceased to have an equity interest in the Issuer and thus is no longer subject to the obligations of Section 16 of the Securities Exchange Act of 1934.
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
X
 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*
Liberty Media Corp
(Last) (First) (Middle)
12300 LIBERTY BOULEVARD
(Street)
ENGLEWOOD CO 80112
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Liberty Live Holdings, Inc. [ LLYVK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
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
Common Stock 12/15/2025 J(1)(2) V 1,000 D (1) 0 D
Series A Liberty Live Group Common Stock 12/15/2025 J(1)(2) V 25,573,685 A (1) 25,573,685 D
Series B Liberty Live Group Common Stock 12/15/2025 J(1)(2) V 2,530,951 A (1) 2,530,951 D
Series C Liberty Live Group Common Stock 12/15/2025 J(1)(2) V 63,824,185 A (1) 63,824,185 D
Series A Liberty Live Group Common Stock 12/15/2025 J(1)(2) 25,573,685 D (2) 0 D
Series B Liberty Live Group Common Stock 12/15/2025 J(1)(2) 2,530,951 D (2) 0 D
Series C Liberty Live Group Common Stock 12/15/2025 J(1)(2) 63,824,185 D (2) 0 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
Explanation of Responses:
1. The transactions reported on this Form 4 relate to the split-off of the Issuer from the Reporting Person effective December 15, 2025. To effect the split-off, the issued and outstanding common stock of the Issuer, consisting of 1,000 shares of common stock, all of which were held by the Reporting Person, were reclassified into 25,573,685 shares of the Issuer's Series A Liberty Live Group common stock ("LLYVA"), 2,530,951 shares of the Issuer's Series B Liberty Live Group common stock ("LLYVB"), and 63,824,185 shares of the Issuer's Series C Liberty Live Group common stock ("LLYVK" and, together with LLYVA and LLYVB, the "Liberty Live Group Common Stock") (collectively, the "Reclassification").
2. Immediately following the Reclassification, the Reporting Person redeemed (i) each outstanding share of its Series A Liberty Live common stock for one share of LLYVA, (ii) each outstanding share of its Series B Liberty Live common stock for one share of LLYVB and (iii) each outstanding share of its Series C Liberty Live common stock for one share of LLYVK. As a result of the foregoing transactions, the Issuer was split-off from the Reporting Person and the Reporting Person ceased to have an equity interest in the Issuer and thus is no longer subject to the obligations of Section 16 of the Securities Exchange Act of 1934.
Liberty Media Corporation By: /s/ Brittany A. Uthoff Title: Vice President and Assistant Secretary 12/15/2025
** 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 transaction did Liberty Live Holdings report in this Form 4?

The report describes equity transactions tied to Liberty Live Holdings’ split-off from Liberty Media Corporation. Liberty Media’s 1,000 Liberty Live common shares were reclassified into new Series A, B and C Liberty Live Group common stock, followed by redemptions that left Liberty Media with no equity interest in Liberty Live Holdings.

How many new Liberty Live shares were created in the reclassification?

The 1,000 original Liberty Live common shares were reclassified into 25,573,685 shares of Series A Liberty Live Group common stock, 2,530,951 shares of Series B, and 63,824,185 shares of Series C.

What happened to Liberty Media Corporation’s ownership of Liberty Live after these transactions?

After the reclassification and subsequent share-for-share redemptions of Liberty Media’s Liberty Live tracking stocks, Liberty Media ceased to have any equity interest in Liberty Live Holdings, Inc.

When did the Liberty Live split-off from Liberty Media become effective?

The split-off and related reclassification and redemptions were effective on December 15, 2025, as stated in the explanation of the reported transactions.

Does Liberty Media still have Section 16 reporting obligations for Liberty Live?

No. The disclosure states that, as a result of the split-off transactions, Liberty Media Corporation no longer has an equity interest in Liberty Live Holdings and is therefore no longer subject to Section 16 obligations for this issuer.

Which Liberty Live share classes and tickers are involved in the split-off?

The transactions involve Series A Liberty Live Group common stock (LLYVA), Series B Liberty Live Group common stock (LLYVB), and Series C Liberty Live Group common stock (LLYVK), collectively referred to as Liberty Live Group Common Stock.