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[8-K] Liberty Latin America Ltd. Reports Material Event

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Liberty Latin America Ltd. disclosed that President and CEO Balan Nair exchanged 1,363,080 Class A common shares for 1,300,243 Class C common shares on March 27, 2026. The transaction was structured as a tax-planning step in response to rules affecting U.S. shareholders of certain foreign corporations.

The exchange, referred to as the LILAK Share Exchange, was completed under the Securities Act Section 3(a)(9) exemption and did not involve new cash proceeds. The company states that Mr. Nair continues to support its long-term business strategy despite this adjustment to his shareholdings.

Positive

  • None.

Negative

  • None.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Class A shares exchanged 1,363,080 shares Class A common shares swapped by CEO on March 27, 2026
Class C shares received 1,300,243 shares Class C common shares received by CEO in the exchange
Share par value $0.01 per share Par value of both Class A and Class C common shares
Voting power threshold 10% Threshold in Net Controlled Foreign Corporation Tested Income regime
Regulation FD Disclosure regulatory
"Item 7.01 Regulation FD Disclosure On March 27, 2026, Liberty Latin America Ltd."
Section 3(a)(9) of the Securities Act of 1933 regulatory
"The LILAK Share Exchange is exempt pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended"
Section 3(a)(9) of the Securities Act of 1933 is a limited registration exemption that lets holders swap one security for another issued by the same company—common in reorganizations, mergers, exchanges or bankruptcy—without the company having to register the transaction with the SEC. Think of it like trading in an old product for a new model from the same maker: investors care because it can speed restructuring, cut legal costs and paperwork, and affect when and how shares become tradable, which in turn influences liquidity and potential dilution.
LILAK Share Exchange financial
"the Company for 1,300,243 Class C Common Shares, par value $0.01 per share, of the Company (the “LILAK Share Exchange”)."
Net Controlled Foreign Corporation Tested Income regime tax
"for tax planning purposes in light of certain requirements imposed by the Net Controlled Foreign Corporation Tested Income regime."
emerging growth company regulatory
"Emerging growth company o Item 7.01 Regulation FD Disclosure"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
 
CURRENT REPORT 
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported): March 27, 2026
 
LIBERTY LATIN AMERICA LTD.
(Exact Name of Registrant as Specified in Charter)
 
Bermuda 001-38335 98-1386359
(State or other jurisdiction
of incorporation)
 (Commission File Number) (IRS Employer
Identification #)
Clarendon House,
2 Church Street,
Hamilton HM 11, Bermuda
(Address of Principal Executive Office) 
(303) 925-6000
(Registrant’s telephone number, including area code)

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolsName of Each Exchange on Which Registered
Class A Common Shares, par value $0.01 per shareLILAThe NASDAQ Stock Market LLC
Class C Common Shares, par value $0.01 per shareLILAKThe NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o




Item 7.01    Regulation FD Disclosure

On March 27, 2026, Liberty Latin America Ltd. (the “Company”) entered into an exchange agreement with Mr. Balan Nair, the President and Chief Executive Officer of the Company, pursuant to which Mr. Nair agreed to exchange 1,363,080 Class A Common Shares, par value $0.01 per share, of the Company for 1,300,243 Class C Common Shares, par value $0.01 per share, of the Company (the “LILAK Share Exchange”). The LILAK Share Exchange is exempt pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended, and closed on March 27, 2026. Mr. Nair continues to support the long-term business strategy of the Company, but desired to effect the LILAK Exchange for tax planning purposes in light of certain requirements imposed by the Net Controlled Foreign Corporation Tested Income regime. This regime imposes certain additional taxes on the foreign earnings of U.S. shareholders of certain foreign corporations in the event that the voting power held by such shareholder exceeds 10% of the issued and outstanding shares of the issuer.

The foregoing information is being furnished pursuant to Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section.

Item 9.01    Financial Statements and Exhibits

(d)        Exhibits.

Exhibit No.Exhibit Name
101.SCHXBRL Inline Taxonomy Extension Schema Document.
101.DEFXBRL Inline Taxonomy Extension Definition Linkbase.
101.LABXBRL Inline Taxonomy Extension Label Linkbase Document.
101.PREXBRL Inline Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File.* (formatted as Inline XBRL and contained in Exhibit 101)



SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 LIBERTY LATIN AMERICA LTD.
  
 By:/s/ John M. Winter
 John M. Winter
Senior Vice President, Chief Legal Officer and Secretary
 
Date: March 31, 2026

Filing Exhibits & Attachments

4 documents
Liberty Latin America Ltd

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