STOCK TITAN

Liberty Global (LBTYA) CEO receives large 2026 RSU and PSU equity awards

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

Rhea-AI Filing Summary

FRIES MICHAEL T reported acquisition or exercise transactions in this Form 4 filing.

Liberty Global Ltd. President & CEO Michael T. Fries reported receiving new long-term equity awards tied to the company’s Class B common shares. On June 1, 2026, he was granted 519,268 Restricted Share Units B and 649,086 Performance Share Units B, each unit corresponding to one Class B share under his employment agreement.

The RSUs were issued as part of his annual award under the 2026 Long Term Incentive Plan on the same terms as other eligible employees and will vest in three equal annual installments starting May 1, 2027. The PSUs are also part of the Plan and depend on achieving stock price hurdles over a period from January 1, 2026 to December 31, 2028, with cliff vesting on February 15, 2029, subject to continued employment. PSU vesting can range from 0–100 percent, with the potential to earn up to 200 percent if performance exceeds targets.

Positive

  • None.

Negative

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Insider FRIES MICHAEL T
Role President & CEO
Type Security Shares Price Value
Grant/Award Performance Share Units B 649,086 $0.00 --
Grant/Award Restricted Share Units B 519,268 $0.00 --
Holdings After Transaction: Performance Share Units B — 649,086 shares (Direct, null); Restricted Share Units B — 519,268 shares (Direct, null)
Footnotes (1)
  1. Performance Share Units ("PSU") issued as part of the reporting person's annual award under the 2026 Long Term Incentive Plan (the "Plan") on the same terms as apply to all eligible employees. For Mr. Fries as CEO, under his employment agreement he has the ability to receive his PSU awards in Class B common shares and therefore in his case each PSU represents a contingent right to receive one class B common share. Pursuant to the Plan, PSUs are subject to performance conditions (applicable to all participating employees) based upon achievement of stock price hurdles over a three-year period from January 1, 2026 to December 31, 2028 with "cliff' vesting on February 15, 2029, assuming continued employment. PSUs will vest from 0-100 percent, with an opportunity to earn more if there is overperformance, capped at 200 percent. The Company filed a Form 8-K on April 1, 2026 describing the terms of the Plan. Restricted Share Units ("RSU") issued as part of the reporting person's annual award under the Plan on the same terms as apply to all eligible employees. For Mr. Fries as CEO, under his employment agreement he has the ability to receive his RSU awards in Class B common shares and therefore in his case each RSU represents a right to receive one class B common share. The RSUs vest in three equal annual installments commencing on May 1, 2027.
Restricted Share Units granted 519,268 units RSU B annual award on June 1, 2026
Performance Share Units granted 649,086 units PSU B annual award on June 1, 2026
PSU performance period January 1, 2026 – December 31, 2028 Stock price hurdles measurement window
PSU vesting cap 200% Maximum PSU vesting for overperformance
RSU vesting start date May 1, 2027 First of three equal annual installments
PSU cliff vesting date February 15, 2029 Subject to performance and continued employment
Restricted Share Units financial
"Restricted Share Units ("RSU") issued as part of the reporting person's annual award under the Plan"
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.
Performance Share Units financial
"Performance Share Units ("PSU") issued as part of the reporting person's annual award under the 2026 Long Term Incentive Plan"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
2026 Long Term Incentive Plan financial
"issued as part of the reporting person's annual award under the 2026 Long Term Incentive Plan (the "Plan")"
cliff vesting financial
"with "cliff' vesting on February 15, 2029, assuming continued employment"
stock price hurdles financial
"subject to performance conditions ... based upon achievement of stock price hurdles over a three-year period"
"Stock price hurdles" are specific price levels that investors watch closely because reaching them can signal a potential change in the stock's future. Think of them like checkpoints in a video game; once the stock hits these levels, it might trigger new buying or selling activity, affecting whether the price goes up or down.
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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)
06/01/2026
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
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
Performance Share Units B(1)06/01/2026A649,086 (1) (1)Class B Common Shares649,086$0649,086D
Restricted Share Units B(2)06/01/2026A519,268 (3) (3)Class B Common Shares519,268(2)519,268D
Explanation of Responses:
1. Performance Share Units ("PSU") issued as part of the reporting person's annual award under the 2026 Long Term Incentive Plan (the "Plan") on the same terms as apply to all eligible employees. For Mr. Fries as CEO, under his employment agreement he has the ability to receive his PSU awards in Class B common shares and therefore in his case each PSU represents a contingent right to receive one class B common share. Pursuant to the Plan, PSUs are subject to performance conditions (applicable to all participating employees) based upon achievement of stock price hurdles over a three-year period from January 1, 2026 to December 31, 2028 with "cliff' vesting on February 15, 2029, assuming continued employment. PSUs will vest from 0-100 percent, with an opportunity to earn more if there is overperformance, capped at 200 percent. The Company filed a Form 8-K on April 1, 2026 describing the terms of the Plan.
2. Restricted Share Units ("RSU") issued as part of the reporting person's annual award under the Plan on the same terms as apply to all eligible employees. For Mr. Fries as CEO, under his employment agreement he has the ability to receive his RSU awards in Class B common shares and therefore in his case each RSU represents a right to receive one class B common share.
3. The RSUs vest in three equal annual installments commencing on May 1, 2027.
Remarks:
The trading symbols for the Issuer's classes of common shares are LBTYA, LBTYB, and LBTYK.
/s/ Michael T. Fries06/01/2026
** 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 equity awards did Liberty Global (LBTYA) CEO Michael Fries receive?

Michael T. Fries received annual long-term incentive awards of 519,268 Restricted Share Units B and 649,086 Performance Share Units B. Each unit can convert into one Class B common share under his employment agreement, aligning compensation with Liberty Global’s future share performance.

How do the Performance Share Units for Liberty Global (LBTYA) CEO vest?

The Performance Share Units vest based on stock price hurdles measured from January 1, 2026 through December 31, 2028. They have cliff vesting on February 15, 2029, assuming continued employment, and can vest from 0–100%, with a maximum payout opportunity capped at 200% for overperformance.

When do Michael Fries’s Restricted Share Units in Liberty Global (LBTYA) vest?

The Restricted Share Units granted to Michael T. Fries vest in three equal annual installments beginning May 1, 2027. These RSUs were issued as part of his annual award under the 2026 Long Term Incentive Plan, on terms that also apply to other eligible employees.

What does each Liberty Global (LBTYA) RSU or PSU granted to the CEO represent?

For Michael T. Fries, each Restricted Share Unit and Performance Share Unit represents the right to receive one Class B common share. This right is provided under his employment agreement and the 2026 Long Term Incentive Plan, tying his compensation directly to Liberty Global’s Class B share performance.

Over what period are Liberty Global (LBTYA) PSU performance conditions measured?

The Performance Share Units’ conditions are measured over a three-year period from January 1, 2026 through December 31, 2028. Vesting depends on achieving specified stock price hurdles, with final cliff vesting scheduled for February 15, 2029, subject to the CEO’s continued employment during that time.