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Liberty Global (LBTYA) CEO logs 398,082-share RSU grant and tax withholding

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

Rhea-AI Filing Summary

Liberty Global Ltd. President & CEO Michael T. Fries reported compensation-related share activity involving the company’s Class C common shares. He received a grant of 398,082 shares at $0.0000 per share and exercised Restricted Share Units covering 398,082 underlying Class C shares.

To cover tax obligations, 190,859 Class C shares were disposed of at $11.77 per share through a tax-withholding transaction, rather than an open-market sale. Following these transactions, Fries holds 2,437,221 Class C common shares directly and 31,299 shares indirectly through a 401(k) plan, which received 5,516 contributed shares as of May 1, 2026.

Positive

  • None.

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Insider FRIES MICHAEL T
Role President & CEO
Type Security Shares Price Value
Exercise Restricted Share Units C 185,522 $0.00 --
Exercise Restricted Share Units C 124,392 $0.00 --
Exercise Restricted Share Units C 88,168 $0.00 --
Grant/Award Class C Common Shares 398,082 $0.00 --
Tax Withholding Class C Common Shares 190,859 $11.77 $2.25M
holding Class C Common Shares -- -- --
Holdings After Transaction: Restricted Share Units C — 0 shares (Direct, null); Class C Common Shares — 2,437,221 shares (Direct, null); Class C Common Shares — 31,299 shares (Indirect, By 401(k) Plan)
Footnotes (1)
  1. Each Restricted Share Unit ("RSU") represents a right to receive one share of Issuer's Class A common shares or Class C common shares, as the case may be. The Reporting Person received 5,516 shares contributed by Issuer under its 401(k) Plan as of May 1, 2026. The RSUs vest in full on May 1, 2026. The RSUs vest in three equal annual installments commencing on May 1, 2025. The RSUs vest in three equal annual installments commencing on May 1, 2026.
Share grant 398,082 shares Class C common shares granted at $0.0000 per share
Tax-withholding shares 190,859 shares Class C shares disposed of for tax obligations at $11.77
Tax-withholding price $11.77 per share Price for 190,859 Class C shares used for tax withholding
Direct holdings after 2,437,221 shares Class C common shares held directly after transactions
401(k) holdings after 31,299 shares Class C shares held indirectly via 401(k) plan
401(k) contribution 5,516 shares Shares contributed by issuer under 401(k) plan as of May 1, 2026
RSU exercises 398,082 units Restricted Share Units C exercised into Class C shares at $0.0000
Restricted Share Units financial
"Each Restricted Share Unit ("RSU") represents a right to receive one share"
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
Class C Common Shares financial
"security_title": "Class C Common Shares""
tax-withholding disposition financial
"transaction_action": "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
401(k) Plan financial
"shares contributed by Issuer under its 401(k) Plan as of May 1, 2026"
A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
SEC Form 4
FORM 4UNITED 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*
FRIES MICHAEL T

(Last)(First)(Middle)
1550 WEWATTA STREET, STE 1000

(Street)
DENVER COLORADO 80202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Liberty Global Ltd. [ LBTY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President & CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class C Common Shares05/01/2026A398,082A(1)2,437,221D
Class C Common Shares05/01/2026F190,859D$11.772,246,362D
Class C Common Shares31,299(2)IBy 401(k) Plan
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units C(1)05/01/2026M185,522 (3) (3)Class C Common Shares185,522(1)0D
Restricted Share Units C(1)05/01/2026M124,392 (4) (4)Class C Common Shares124,392(1)124,392D
Restricted Share Units C(1)05/01/2026M88,168 (5) (5)Class C Common Shares88,168(1)176,338D
Explanation of Responses:
1. Each Restricted Share Unit ("RSU") represents a right to receive one share of Issuer's Class A common shares or Class C common shares, as the case may be.
2. The Reporting Person received 5,516 shares contributed by Issuer under its 401(k) Plan as of May 1, 2026.
3. The RSUs vest in full on May 1, 2026.
4. The RSUs vest in three equal annual installments commencing on May 1, 2025.
5. The RSUs vest in three equal annual installments commencing on May 1, 2026.
Remarks:
The trading symbols for the Issuer's classes of common shares are LBTYA, LBTYB, and LBTYK.
/s/ Michael T. Fries05/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Liberty Global (LBTYA) CEO Michael Fries report in this Form 4?

Michael T. Fries reported compensation-related activity in Liberty Global Class C shares, including a 398,082-share grant and exercises of Restricted Share Units. He also reported a tax-withholding disposition and updated direct and 401(k) plan holdings as of May 1, 2026.

How many Liberty Global Class C shares were granted to CEO Michael Fries?

Michael Fries received a grant of 398,082 Liberty Global Class C common shares at a price of $0.0000 per share. This grant reflects equity-based compensation rather than a market purchase, increasing his direct ownership position in the company’s Class C stock.

What was the purpose of the 190,859 Liberty Global shares disposed of in this filing?

The 190,859 Liberty Global Class C shares were disposed of at $11.77 per share to satisfy tax obligations or exercise costs. The filing identifies this as a tax-withholding disposition, not an open-market sale, tied to the vesting or exercise of equity awards.

How many Liberty Global Class C shares does Michael Fries hold after these transactions?

After the reported transactions, Michael Fries holds 2,437,221 Liberty Global Class C common shares directly. He also has 31,299 Class C shares held indirectly through a 401(k) plan, reflecting both prior contributions and 5,516 new shares contributed as of May 1, 2026.

What do the Restricted Share Unit exercises mean for Liberty Global (LBTYA) CEO’s equity position?

The exercises of Restricted Share Units converted 398,082 units into Liberty Global Class C common shares at a $0.0000 conversion price. This shifts compensation from derivative RSUs into actual shares, increasing Fries’s direct share ownership while using part of the shares to cover related tax liabilities.

How are Liberty Global shares held in Michael Fries’s 401(k) plan treated in this Form 4?

The filing lists 31,299 Liberty Global Class C shares held indirectly through a 401(k) plan. A footnote explains that 5,516 of these shares were contributed by the issuer under its 401(k) plan as of May 1, 2026, reflecting retirement-plan related equity accumulation.