Other Information
−Removed: On each of September 12, 2019 and September 14, 2021 (as amended on March 29, 2023), John C.
−Removed: Malone , Chairman of the board of directors of the Company, entered into “zero-cost collar” arrangements (the “Existing Collar Transactions”) pursuant to which Mr.
−Removed: Malone wrote European call options and purchased European put options referencing shares of Liberty Broadband’s Series C common stock.
−Removed: In connection with the Separation, on July 15, 2025 , Bank of America, N.A., the dealer counterparty to the Existing Collar Transactions, adjusted such transactions pursuant to their terms to cause Mr.
−Removed: Malone to be automatically deemed to have entered into the same “zero-cost collar” arrangements (the “Adjusted Collar Transactions”) with respect to 200,000 shares of GCI Liberty’s Series C GCI Group common stock, and 80,000 shares of GCI Liberty’s Series C GCI Group common stock, respectively.
−Removed: The Adjusted Collar Transactions constitute a “ non-Rule 10b5-1 trading arrangement ,” as defined in Item 408 of Regulation S-K, and are not intended to satisfy the affirmative defense of Rule 10b5-1(c).
−Removed: For each Adjusted Collar Transaction, only one of the options can be in the money on the expiration date, at which time the in-the-money options will be exercised, and the other options will expire.
−Removed: If neither the put options nor the call options are in the money on the expiration date, both the put and call options will expire.
−Removed: The Adjusted Collar Transactions will be settled in cash unless Mr.
−Removed: Malone elects physical settlement.
−Removed: The Adjusted Collar Transactions with respect to the 200,000 shares of GCI Liberty’s Series C GCI Group common stock have expiration dates ranging from August 18, 2026 to September 8, 2026 , and the Adjusted Collar Transactions with respect to the 80,000 shares of GCI Liberty’s Series C GCI Group common stock have expiration dates ranging from August 21, 2028 through August 25, 2028.
+Added: None of the Company’s directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non- Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended March 31, 2026 .
Listed below are the exhibits which are filed as a part of this Report (according to the number assigned to them in Item 601 of Regulation S-K):
−Removed: Employment Agreement, effective July 15, 2025, between GCI Liberty, Inc.
−Removed: and Ronald A.
−Removed: Duncan (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on August 25, 2025 (File No.
−Removed: Aircraft Agreement, effective January 1, 2025, between GCI Communication Corp.
−Removed: and Ronald A.
−Removed: Duncan (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on August 25, 2025 (File No.
−Removed: Performance-Based Restricted Stock Units Agreement, dated as of August 21, 2025, by and between GCI Liberty, Inc.
−Removed: and Ronald A.
−Removed: Nonqualified Stock Option Agreement, dated as of August 21, 2025, by and between GCI Liberty, Inc.
−Removed: and Ronald A.
−Removed: Form of Nonqualified Stock Option Agreement under the GCI Liberty, Inc.
−Removed: 2025 Omnibus Incentive Plan, as amended from time to time, for certain Nonemployee Directors*
+Added: Securities Purchase Agreement, dated April 21, 2026, by and among Q Gateway Ultimate Holdings, LLC, GCI Holdings, LLC and the Registrant (incorporated by reference to Exhibit 2.1 to the Registrant’s Current Report on Form 8-K filed on April 23, 2026 (File No.
+Added: 001-42742) (the “April 2026 8-K”)).
+Added: Term Loan Credit Agreement, dated April 21, 2026, by and among GCI, LLC, as lender, Q Gateway Ultimate Holdings, LLC, as borrower, and Acquiom Agency Services LLC, as administrative agent (incorporated by reference to Exhibit 10.1 to the April 2026 8-K).
Rule 13a-14(a)/15d-14(a) Certification*
9 unchanged sentences
Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)*
−Removed: Indicates a management contract or compensatory plan.
Filed herewith.
2 unchanged sentences
GCI LIBERTY, INC.
−Removed: November 5, 2025
/s/ Ronald A.
−Removed: President, Chief Executive Officer
−Removed: November 5, 2025
+Added: President and Chief Executive Officer
Chief Accounting Officer and Principal Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.