What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2024-02-16 compared with 2023-02-17 · 309 added, 453 removed, 1134 unchanged (40% of the section changed)

6 unchanged sentences

Other Information

Insider Trading Arrangements

N o n e 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 December 31, 2023.

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

65 unchanged sentences

We identified the evaluation of the equity method of accounting for the Company’s investment in Charter as a critical audit matter.

Evaluating the Company’s application of the equity method of accounting for the Company’s investment in Charter required a higher degree of auditor judgment to determine the nature and extent of audit effort required to address the matter, including the involvement of valuation professionals with specialized skills and knowledge.

Evaluating the Company’s application of the equity method of accounting for the Company’s investment in Charter required a higher degree of complex auditor judgment to determine the nature and extent of audit effort required to address the matter.

The following are the primary procedures we performed to address this critical audit matter.

We evaluated the design and tested the operating effectiveness of certain internal controls related to the critical audit matter.

This included controls related to the Company’s application of its equity method accounting, including the related share of earnings calculation, allocation of excess basis to the memo accounts, the associated amortization, and the gain or loss on dilution.

This included controls related to the Company’s application of its equity method accounting, including the related share of earnings calculation, the amortization of the excess basis, and the gain or loss on dilution.

We performed risk assessment procedures, including sensitivity analyses, and applied auditor judgment to determine the nature and extent of procedures to be performed over the investment.

We developed independent expectations of (1) the Company’s share of earnings of Charter and (2) the gain or loss on dilution and compared

such expectations to the amounts recorded by the Company.

We recalculated (1) the allocation of excess basis to the memo accounts and (2) the related excess basis amortization.

We involved valuation professionals with specialized skills and knowledge, who assisted in assessing the allocation of the excess basis, including (1) assessing the valuation methodology used by the Company to estimate the fair value of Charter’s assets by comparison to generally accepted valuation methodologies, and (2) assessing the identification of marketplace transactions used in the model by considering the comparability to Charter.

We developed independent expectations of (1) the Company’s share of earnings of Charter, and (2) the gain or loss on dilution and compared such expectations to the amounts recorded by the Company.

We recalculated the excess basis amortization.

Sufficiency of audit evidence over certain data, wireless, video, and voice revenue streams

7 unchanged sentences

We applied auditor judgment to determine the nature and extent of procedures to be performed over revenue.

For each revenue stream where procedures were performed:

— we evaluated the design and tested the operating effectiveness of certain internal controls related to the revenue recognition process, including controls related to accurately recording amounts for certain of the Company’s data, wireless, video, and voice revenue streams

— we assessed the recorded revenue by selecting a sample of transactions and compared the amounts recognized to underlying documentation, including evidence of contracts with customers.

For each revenue stream where procedures were performed, we (1) evaluated the design and tested the operating effectiveness of certain internal controls related to the revenue recognition process, including controls related to accurately recording amounts for certain of the Company’s data, wireless, video, and voice revenue streams, and (2) assessed the recorded revenue for a selection of transactions by comparing the amounts recognized to underlying documentation, including evidence of contracts with customers.

For one revenue stream, we performed a software-assisted data analysis to test relationships among certain revenue transactions.

We involved IT professionals with specialized skills and knowledge, who assisted in:

31 unchanged sentences

Deferred revenue

Current portion of debt, including $ 1,373 and $ 25 measured at fair value, respectively (note 8)

Current portion of debt, including zero and $ 1,373 measured at fair value, respectively (note 7)

Indemnification obligation (note 4)

1 unchanged sentence

Total current liabilities

Long-term debt, net, including zero and $ 1,403 measured at fair value, respectively (note 8)

Obligations under finance leases and tower obligations, excluding current portion (note 9)

Long-term debt, net, including $ 1,255 and zero measured at fair value, respectively (note 7)

Obligations under tower obligations and finance leases, excluding current portion (note 8)

Long-term deferred revenue

27 unchanged sentences

Operating expense (exclusive of depreciation and amortization shown separately below)

Selling, general and administrative, including stock-based compensation and transaction costs (note 12)

Selling, general and administrative, including stock-based compensation (note 11)

Depreciation and amortization

21 unchanged sentences

Other comprehensive earnings (loss), net of taxes:

Comprehensive earnings (loss) attributable to debt credit risk adjustments

Credit risk on fair value debt instruments gains (loss)

Other comprehensive earnings (loss), net of taxes

9 unchanged sentences

Net earnings (loss)

Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:

Adjustments to reconcile net earnings (loss) to net cash from operating activities:

Depreciation and amortization

15 unchanged sentences

Cash proceeds from dispositions, net

GCI Liberty, Inc.

cash acquired in merger

Cash released from escrow related to dispositions

Purchase of investments

Other investing activities, net

2 unchanged sentences

Borrowings of debt

Repayments of debt, finance leases and tower obligations

Repayments of debt, tower obligations and finance leases

Repurchases of Liberty Broadband common stock

Indemnification payment to Qurate Retail

Other financing activities, net

9 unchanged sentences

comprehensive

earnings (loss)

amounts in millions

3 unchanged sentences

Stock-based compensation

Withholding taxes on net share settlements of stock-based compensation

Liberty Broadband stock repurchases

Net impact of GCI Liberty, Inc.

Noncontrolling interest activity at Charter and other

3 unchanged sentences

Stock-based compensation

Issuance of common stock upon exercise of stock options

Withholding taxes on net share settlements of stock-based compensation

Liberty Broadband stock repurchases

4 unchanged sentences

Stock-based compensation

Issuance of common stock upon exercise of stock options

Withholding taxes on net share settlements of stock-based compensation

Liberty Broadband stock repurchases

6 unchanged sentences

(1) Basis of Presentation

The accompanying consolidated financial statements include the accounts of Liberty Broadband Corporation and its controlled subsidiaries (collectively, "Liberty Broadband,"

the "Company,"

“us,” “we,” or “our” unless the context otherwise requires).

Liberty Broadband Corporation is primarily comprised of GCI Holdings, LLC (“GCI Holdings” or “GCI”) (as of December 18, 2020), a wholly owned subsidiary, and an equity method investment in Charter Communications, Inc.

The accompanying consolidated financial statements include the accounts of Liberty Broadband Corporation and its controlled subsidiaries (collectively, "Liberty Broadband," the "Company," “us,” “we,” or “our” unless the context otherwise requires).

Liberty Broadband Corporation is primarily comprised of GCI Holdings, LLC (“GCI Holdings” or “GCI”), a wholly owned subsidiary, and an equity method investment in Charter Communications, Inc.

GCI Holdings provides a full range of data, wireless, video, voice, and managed services to residential customers, businesses, governmental entities, and educational and medical institutions primarily in Alaska under the GCI brand.

Charter is a leading broadband connectivity company and cable operator.

Over an advanced high-capacity, two-way telecommunications network, Charter offers a full range of state-of-the-art residential and business services including Spectrum Internet, TV, Mobile and Voice.

Over an advanced communications network, Charter offers a full range of state-of-the-art residential and business services including Spectrum Internet, TV, Mobile and Voice.

For small and medium-sized companies, Spectrum Business ® delivers the same suite of broadband products and services coupled with special features and applications to enhance productivity, while for larger businesses and government entities, Spectrum Enterprise ® provides highly customized, fiber-based solutions.

1 unchanged sentence

Charter also distributes award-winning news coverage and sports programming to its customers through Spectrum Networks.

On December 18, 2020, pursuant to the Agreement and Plan of Merger, dated as of August 6, 2020, entered into by GCI Liberty, Inc.

(“GCI Liberty”), Liberty Broadband, Grizzly Merger Sub 1, LLC, a wholly owned subsidiary of Liberty Broadband (“Merger LLC”), and Grizzly Merger Sub 2, Inc., a wholly owned subsidiary of Merger LLC (“Merger Sub”), Merger Sub merged with and into GCI Liberty (the “First Merger”), with GCI Liberty surviving the First Merger as an indirect wholly owned subsidiary of Liberty Broadband (the “Surviving Corporation”), and immediately following the First Merger, GCI Liberty (as the Surviving Corporation in the First Merger) merged with and into Merger LLC (the “Upstream Merger”, and together with the First Merger, the “Combination”), with Merger LLC surviving the Upstream Merger as a wholly owned subsidiary of Liberty Broadband.

As a result of the Combination, each holder of a share of Series A common stock and Series B common stock of GCI Liberty received 0.58 of a share of Series C common stock and Series B common stock, respectively, of Liberty Broadband.

Additionally, each holder of a share of Series A Cumulative Redeemable Preferred Stock of GCI Liberty (“GCI Liberty Preferred Stock”) received one share of newly issued Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“Liberty Broadband Preferred Stock”), which has substantially identical terms to GCI Liberty’s former Series A Cumulative Redeemable Preferred Stock, including a mandatory redemption date of March 9, 2039.

Cash was paid in lieu of issuing fractional shares of Liberty Broadband stock in the Combination.

No shares of Liberty Broadband stock were issued with respect to shares of GCI Liberty capital stock held by (i) GCI Liberty as treasury stock, (ii) any of GCI Liberty’s wholly owned subsidiaries or (iii) Liberty Broadband or its wholly owned subsidiaries.

As a result of the COVID-19 pandemic, many countries throughout the world took aggressive actions, including imposing travel restrictions and stay-at-home orders, closing public attractions and restaurants, and mandating social distancing practices, which caused a significant disruption to most sectors of the economy at varying levels during the periods covered by the financial statements.

While the COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains, and created significant volatility and disruption of financial markets, we are not presently aware of any events or circumstances arising from the COVID-19 pandemic that would require us to update our estimates or judgments or revise the carrying value of our assets or liabilities.

Our estimates may change, however, as new events occur and additional information is obtained, and any such changes will be recognized in the consolidated financial statements.

Actual results could differ from estimates, and any such differences may be material to our financial statements.

On December 18, 2020, GCI Liberty, Inc.

(“GCI Liberty”), the parent company of GCI Holdings, was acquired by Liberty Broadband (the “Combination”).

Skyhook Holdings, Inc.

(“Skyhook”) was a wholly owned subsidiary of Liberty Broadband until its sale on May 2, 2022 for aggregate consideration of approximately $ 194 million, including amounts held in escrow of approximately $ 23 million.

Liberty Broadband recognized a gain on the sale of $ 179 million, net of closing fees, in the second quarter of 2022, which is

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

recorded in Gain (loss) on dispositions, net in the accompanying consolidated statement of operations.

Liberty Broadband recognized a gain on the sale of $ 179 million, net of closing fees, in the second quarter of 2022, which is recorded in Gain (loss) on dispositions, net in the accompanying consolidated statement of operations.

Skyhook is included in Corporate and other through April 30, 2022 and is not presented as a discontinued operation as the sale did not represent a strategic shift that had a major effect on Liberty Broadband’s operations and financial results.

Included in Revenue in the accompanying consolidated statements of operations is $ 6 million, $ 18 million and $ 17 million for the years ended December 31, 2022, 2021 and 2020, respectively, related to Skyhook.

Included in Net earnings (loss) in the accompanying consolidated statement of operations are earnings of $ 4 million and less than $ 1 million and losses of $ 3 million for the years ended December 31, 2022, 2021 and 2020, respectively, related to Skyhook.

Included in Total assets in the accompanying consolidated balance sheets as of December 31, 2021 is $ 18 million related to Skyhook.

Included in Revenue in the accompanying consolidated statements of operations is $ 6 million and $ 18 million for the years ended December 31, 2022 and 2021, respectively, related to Skyhook.

Included in Net earnings (loss) in the accompanying consolidated statement of operations are earnings of $ 4 million and less than $ 1 million for the years ended December 31, 2022 and 2021, respectively, related to Skyhook.

Spin-Off Arrangements

During May 2014, the board of directors of Liberty Media Corporation and its subsidiaries (“Liberty”) authorized management to pursue a plan to spin-off to its stockholders common stock of a wholly owned subsidiary, Liberty Broadband, and to distribute subscription rights to acquire shares of Liberty Broadband’s common stock (the “Broadband Spin-Off”).

In connection with the Broadband Spin-Off, Liberty (for accounting purposes a related party of the Company) and Liberty Broadband entered into certain agreements in order to govern certain of the ongoing relationships between the two companies and to provide for an orderly transition, including a services agreement and a facilities sharing agreement.

In connection with the Broadband Spin-Off, Liberty and Liberty Broadband entered into certain agreements in order to govern certain of the ongoing relationships between the two companies and to provide for an orderly transition, including a services agreement and a facilities sharing agreement.

Additionally, in connection with a prior transaction, GCI Liberty and Qurate Retail, Inc.

(“Qurate Retail”) (for accounting purposes a related party of the Company) entered into a tax sharing agreement, which was assumed by Liberty Broadband as a result of the Combination.

(“Qurate Retail”) entered into a tax sharing agreement, which was assumed by Liberty Broadband as a result of the Combination.

The tax sharing agreement provides for the allocation and indemnification of tax liabilities and benefits between Qurate Retail and Liberty Broadband and other agreements related to tax matters.

Under the facilities sharing agreement, Liberty Broadband shares office space with Liberty and related amenities at Liberty’s corporate headquarters.

Liberty Broadband will reimburse Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services which will be negotiated semi-annually.

Pursuant to the services agreement, Liberty provides Liberty Broadband with general and administrative services including legal, tax, accounting, treasury and investor relations support.

In December 2019, the Company entered into an amendment to the services agreement with Liberty in connection with Liberty’s entry into a new employment arrangement with Gregory B.

Maffei, the Company’s President and Chief Executive Officer.

Under the amended services agreement, components of his compensation would either be paid directly to him by each of the Company, Liberty TripAdvisor Holdings, Inc., GCI Liberty, and Qurate Retail (collectively, the “Service Companies”) or reimbursed to Liberty, in each case, based on allocations among Liberty and the Service Companies set forth in the amended services agreement.

This allocation percentage will be determined based on a combination of (1) relative market capitalizations, weighted 50 %, and (2) a blended average of historical time allocation on a Liberty-wide and CEO basis, weighted 50 %, in each case, absent agreement to the contrary by Liberty and the Service Companies in consultation with the CEO.

The allocation percentage will then be adjusted annually and following certain events.

For the years ended December 31, 2022, 2021 and 2020, the allocation percentage for Liberty Broadband was 33 %, 37 % and 18 %, respectively.

Following the Combination, GCI Liberty no longer participates in the services agreement arrangement.

The amended services agreement provides for a five year employment term which began on January 1, 2020 and ends December 31, 2024, with an aggregate annual base salary of $ 3 million (with no contracted increase), an aggregate one-time cash commitment bonus of $ 5 million (paid in December 2019), an aggregate annual target cash performance bonus of $ 17 million, aggregate annual equity awards of $ 18 million and aggregate equity awards granted in connection with his entry into his new agreement of $ 90 million (the “upfront awards”).

A portion of the grants made to our CEO in the year ended December 31, 2020 related to our company’s allocable portion of these upfront awards.

Under these various agreements, amounts reimbursable to Liberty were approximately $ 10 million and $ 14 million for the years ended December 31, 2022 and 2021, respectively.

Liberty Broadband had a tax sharing receivable with Qurate Retail of $ 7 million and $ 86 million as of December 31, 2022 and 2021, respectively, of which $ 1 million and zero was in Other current assets as of December 31, 2022 and 2021, respectively.

The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and represent the historical consolidated financial information of GCI

Pursuant to the services agreement, Liberty provides Liberty Broadband with general and administrative services including legal, tax, accounting, treasury, information technology, cybersecurity and investor relations support.

Liberty Broadband reimburses Liberty for direct, out-of-pocket expenses incurred by Liberty in providing these services which are negotiated semi-annually, as necessary.

Pursuant to the services agreement, in connection with Liberty’s employment arrangement with Gregory B.

Maffei, the Company’s President and Chief Executive Officer, components of Mr.

Maffei’s compensation are either paid directly to him or reimbursed to Liberty, based on allocations set forth in the services agreement.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Holdings (as of December 18, 2020) and the Company’s interest in Charter, as well as certain other assets and liabilities.

For the years ended December 31, 2023, 2022 and 2021, the allocation percentage for Liberty Broadband was 23 %, 33 % and 37 %, respectively, but is subject to adjustment on an annual basis and upon the occurrence of certain events.

Under these various agreements, amounts reimbursable to Liberty were approximately $ 7 million and $ 10 million for the years ended December 31, 2023 and 2022, respectively.

Liberty Broadband had a tax sharing receivable with Qurate Retail of approximately $ 16 million and $ 7 million as of December 31, 2023 and 2022, respectively, included in Other assets.

All significant intercompany accounts and transactions have been eliminated in the consolidated financial statements.

7 unchanged sentences

Accounts Receivable and Allowance for Credit Losses

Trade accounts receivable are recorded at the invoiced amount and do not bear interest.

Trade accounts receivable are recorded at the invoiced amount and interest is not billed to the customer.

For financed device contracts with customers, which is included within trade accounts receivable and other assets, the Company imputes interest and records the imputed interest as a reduction to the related accounts receivable.

Interest is recognized over the financed device payment term.

The allowance for credit losses is the Company’s best estimate of the amount of expected credit losses in its existing accounts receivable.

The Company bases its estimates on the aging of its accounts receivable balances, financial health of specific customers, regional economic data, changes in its collections process, regulatory requirements and its customers’ compliance with the Federal Communications Commission ("FCC") rules.

The Company reviews its allowance for credit losses methodology at least annually.

Depending upon the type of account receivable the Company’s allowance is calculated using a pooled basis with an allowance for all accounts greater than 120 days past due, a pooled basis using a percentage of related accounts, or a specific identification method.

Depending upon the type of account receivable, the Company’s allowance is calculated using a pooled basis using a percentage of related accounts, or a specific identification method.

When a specific identification method is used, potentially uncollectible accounts due to bankruptcy or other issues are reviewed individually for collectability.

1 unchanged sentence

The Company does not have any off-balance-sheet credit exposure related to its customers.

Allowance for credit losses was not material as of December 31, 2020.

A summary of activity in the allowance for credit losses for the years ended December 31, 2023, 2022 and 2021 is as follows (amounts in millions):

1 unchanged sentence

of recoveries

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Derivative Instruments and Hedging Activities

6 unchanged sentences

The Company considered its own credit risk as well as the credit risk of its counterparties in estimating the discount rate.

Management judgment

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

was required in estimating the Black-Scholes variables.

Management judgment was required in estimating the Black-Scholes variables.

The Company had no outstanding derivative instruments at December 31, 2023 or December 31, 2022.

21 unchanged sentences

See note 5 for additional discussion regarding our investment in Charter.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Other Investments

3 unchanged sentences

When the Company’s qualitative assessment indicates that an impairment could exist, it estimates the fair value of the investment and to the extent the fair value is less than the carrying value, it records the difference as an impairment in the consolidated statements of operations.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Property and Equipment

21 unchanged sentences

Interest is capitalized in the period commencing with the first expenditure for a qualifying capital project and ending when the capital project is substantially complete and ready for its intended use.

Capitalized interest costs for the years ended December 31, 2022 and 2021 were $ 4 million and $ 2 million, respectively, and were not material for the year ended December 31, 2020.

Capitalized interest costs for the years ended December 31, 2023, 2022 and 2021 were $ 7 million, $ 4 million and $ 2 million, respectively.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Impairment of Long-lived Assets

6 unchanged sentences

Asset groups to be disposed of are carried at the lower of their financial statement carrying amount or fair value less costs to sell.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Asset Retirement Obligations

23 unchanged sentences

Costs associated with internally developed software to be used internally are expensed until the point the project has reached the development stage.

Subsequent additions, modifications or upgrades to internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform.

Subsequent additions, modifications or upgrades to

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

internal-use software are capitalized only to the extent that they allow the software to perform a task it previously did not perform.

Software maintenance and training costs are expensed in the period in which they are incurred.

The capitalization of software requires judgment in determining when a project has reached the development stage.

The Company has Software as a Service ("SaaS") arrangements which are accounted for as service agreements, and are not capitalized.

The Company has Software as a Service ("SaaS") arrangements which are accounted for as service agreements and are not capitalized.

Internal and other third party costs for SaaS arrangements are capitalized or expensed in accordance with the internal use software guidance as discussed in the preceding paragraph.

Intangible assets with estimable useful lives are amortized over their respective estimated useful lives to their estimated residual values and reviewed for impairment upon certain triggering events.

Intangible assets with estimable useful lives are being amortized over 3 to 16 year periods with a weighted-average life of 13 years .

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Intangible assets with estimable useful lives are being amortized over three to 16 year periods with a weighted-average life of 13 years .

Goodwill, cable certificates (certificates of convenience and public necessity) and other intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually.

17 unchanged sentences

If the carrying value of an indefinite-lived intangible asset exceeds its fair value, an impairment loss is recognized in an amount equal to that excess.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Revenue Recognition

5 unchanged sentences

If an interruption in service occurs, GCI Holdings does not recognize revenue for any portion of the monthly service fee that will be refunded to the customer or not billed to the customer due to these service level agreements.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Taxes assessed by a governmental authority that are both imposed on, and concurrent with, a specific revenue-producing transaction that are collected by GCI Holdings from a customer, are excluded from revenue from contracts with customers.

11 unchanged sentences

Consideration received from the customer is allocated to the service and products based on stand-alone selling prices when purchased together.

New and existing wireless customers have the option to participate in Upgrade Now, a program that provides eligible customers with the ability to purchase certain wireless devices in installments over a period of up to 36 months .

Participating customers have the right to trade-in the original equipment for a new device after making the equivalent of 12 monthly installment payments, provided their handset is in good working condition.

New and existing wireless customers have the option to purchase certain wireless devices in installments over a period of up to 36 months .

Under the Upgrade Now program, participating customers have the right to trade-in the original equipment for a new device after making the equivalent of 12 monthly installment payments, provided their handset is in good working condition.

Upon upgrade, the outstanding balance of the wireless equipment installment plan is exchanged for the used handset.

4 unchanged sentences

Voice revenue is for fixed monthly fees for voice plans as well as usage based fees for long-distance service usage.

Voice plan fees are billed in advance, recorded as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.

Voice plan fees are billed in advance, recorded

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

as deferred revenue on the balance sheet, and recognized as the associated services are provided to the customer.

Usage based fees are recognized as services are provided.

5 unchanged sentences

Some contracts with customers include variable consideration and may require significant judgment to determine the total transaction price, which impacts the amount and timing of revenue recognized.

GCI Holdings uses historical customer data to estimate the amount of variable consideration included in the total transaction price and reassess its estimate at each reporting

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

GCI Holdings uses historical customer data to estimate the amount of variable consideration included in the total transaction price and reassess its estimate at each reporting period.

Any change in the total transaction price due to a change in the estimated variable consideration is allocated to the performance obligations on the same basis as at contract inception.

15 unchanged sentences

Changes in the contract liability balance for the Company during 2023 was not materially impacted by other factors.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Assets Recognized from the Costs to Obtain a Contract with a Customer

1 unchanged sentence

Capitalized commission fees are amortized based on the transfer of goods or services to which the assets relate which typically range from two to five years , and are included in Selling, general, and administrative expenses.

The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that otherwise would have recognized is one year or less.

The Company recognizes the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that otherwise would have been recognized is one year or less.

These costs are included in Selling, general, and administrative expenses.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Revenue from contracts with customers, classified by customer type and significant service offerings follows:

Revenue from contracts with customers, classified by customer type and significant service offerings, is as follows:

Years ended December 31,

7 unchanged sentences

Advertising costs generally are expensed as incurred.

Advertising expense aggregated $ 4 million and $ 5 million for the years ended December 31, 2022 and 2021, respectively, and was not material for the year ended December 31, 2020.

Advertising expense aggregated $ 5 million, $ 4 million and $ 5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Advertising costs are reflected in the Selling, general and administrative, including stock-based compensation line item in our consolidated statements of operations.

4 unchanged sentences

The Company accounts for income taxes using the asset and liability method.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts and income tax bases of assets and liabilities and the expected benefits of utilizing net operating loss and tax credit carryforwards.

Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts and

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

income tax bases of assets and liabilities and the expected benefits of utilizing net operating loss and tax credit carryforwards.

The deferred tax assets and liabilities are calculated using enacted tax rates in effect for each taxing jurisdiction in which the Company operates for the year in which those temporary differences are expected to be recovered or settled.

4 unchanged sentences

Therefore, actual income taxes could materially vary from these estimates.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

When the tax law requires interest to be paid on an underpayment of income taxes, the Company recognizes interest expense from the first period the interest would begin accruing according to the relevant tax law.

5 unchanged sentences

Because of this geographic concentration, growth of GCI Holdings’ business and operations depends upon economic conditions in Alaska.

GCI Holdings receives support from each of the various Universal Service Fund ("USF") programs:

rural health care, schools and libraries, high-cost, and lifeline.

5 unchanged sentences

Periodically, we review the status of all significant outstanding matters to assess any potential financial exposure.

When (i) it is probable that a loss has been incurred and (ii) the amount of the loss can be reasonably estimated, we record the estimated loss in our consolidated statements of operations.

When it is probable that a loss has been incurred and the amount of the loss can be reasonably estimated, we record the estimated loss in our consolidated statements of operations.

We provide disclosure in the notes to the consolidated financial statements for loss contingencies that do not meet both these conditions if there is a reasonable possibility that a loss may have been incurred that would be material to the financial statements.

4 unchanged sentences

Comprehensive earnings (loss) consists of net earnings (loss), comprehensive earnings (loss) attributable to debt credit risk adjustments and the Company’s share of the comprehensive earnings (loss) of our equity method affiliate.

Earnings per Share (EPS)

Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) by the weighted average number of common shares outstanding (“WASO”) for the period.

Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented.

Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Earnings Attributable to Liberty Broadband Stockholders per Common Share

Basic earnings (loss) per common share (“EPS”) is computed by dividing net earnings (loss) attributable to Liberty Broadband stockholders by the weighted average number of common shares outstanding (“WASO”) for the period.

Diluted EPS presents the dilutive effect on a per share basis of potential common shares as if they had been converted at the beginning of the periods presented.

Excluded from diluted EPS for the years ended December 31, 2023, 2022 and 2021 are approximately 2 million, 2 million and 1 million potential common shares, respectively, because their inclusion would have been antidilutive.

Years ended December 31,

1 unchanged sentence

Potentially dilutive shares (1)

Potential common shares excluded from diluted EPS because their inclusion would be antidilutive for the years ended December 31, 2022, 2021 and 2020 are approximately 2 million, 1 million and 1 million, respectively.

(1) Potentially dilutive shares are excluded from the computation of diluted EPS during periods in which losses are reported since the result would be antidilutive.

Reclassifications

3 unchanged sentences

The Company considers (i) the application of the equity method of accounting for its affiliates, (ii) non-recurring fair value measurements of non-financial instruments and (iii) accounting for income taxes to be its most significant estimates.

Recently Adopted Accounting Pronouncements

In November 2021, the Financial Accounting Standards Board issued new accounting guidance which will require annual disclosures about certain government transactions that are accounted for by applying a grant or contribution accounting model by analogy, including information about the nature of the transactions, the related policy used to account for the transactions, the amounts applicable to each financial statement line item and any significant terms and conditions of the transactions, including commitments and contingencies.

This guidance is effective for annual financial statements issued for periods beginning after December 15, 2021.

The Company adopted this guidance for the year ended December 31, 2022 (as discussed below).

Government Assistance

The Company’s government assistance during the year ended December 31, 2022 primarily consisted of a $ 25 million grant made by the US Department of Agriculture – Rural Utilities Service as part of the ReConnect Program to bring 2,000 Mbps internet speeds and affordable, unlimited data plans to a dozen Aleutian, Alaska Peninsula and Kodiak Island communities.

For accounting purposes, this grant is accounted for using grant accounting model by analogy to International Accounting Standard 20, Accounting for Government Grants and Disclosure of Government Assistance.

This grant is recorded as deferred revenue since the primary conditions for the receipt of the grant are the build out and operation of the broadband services over the next 19 years .

During the year ended December 31, 2022, revenue recorded in the consolidated financial statements was not material.

Both short-term and long-term deferred revenue have been recorded for the $ 25 million grant received, with approximately $ 24 million recorded as long-term.

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures , which is intended to improve reportable segment disclosure requirements, primarily through additional disclosures about significant segment expenses.

The standard is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

The amendments should be applied retrospectively to all prior periods presented in the financial statements.

The Company is in the process of evaluating the disclosure requirements related to the new standard.

In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures , which requires more detailed income tax disclosures.

The guidance requires entities to disclose disaggregated information about their effective tax rate reconciliation as well as expanded information on income taxes paid by jurisdiction.

The disclosure requirements will be applied on a prospective basis, with the option to apply them retrospectively.

The effective date for the standard is for fiscal years beginning after December 15, 2024, with early adoption permitted.

The Company is in the process of evaluating the impact of the new standard on the related disclosures.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Government Assistance

In current and prior years, the Company has been awarded, as either the recipient or subrecipient, federal government grants to construct broadband infrastructure to unserved and underserved communities in rural Alaska.

During the years ended December 31, 2023 and 2022, the Company received approximately $ 6 million and $ 25 million, respectively, for grants awarded in current and/or prior years.

For accounting purposes, these grants are accounted for using a grant accounting model by analogy to International Accounting Standard 20, Accounting for Government Grants and Disclosure of Government Assistance.

These grants were recorded as deferred revenue since the primary conditions for the receipt of the grant are the build out and operation of the broadband services over the established time frames, which range from 12 to 18 years for assets already placed in service and will be based on the property’s useful life for assets currently being constructed.

During the years ended December 31, 2023 and 2022, revenue recorded in the consolidated financial statements was not material.

Both short-term and long-term deferred revenue have been recorded for the amounts of the grants received, with a non-material amount recorded as short-term and approximately $ 41 million and $ 37 million recorded as long-term deferred revenue, respectively, as of December 31, 2023 and 2022.

(3) Supplemental Disclosures to Consolidated Statements of Cash Flows

1 unchanged sentence

amounts in millions

Cash paid for acquisitions:

Property and equipment

Investment in Charter

Intangible assets not subject to amortization

Intangible assets subject to amortization

Receivables and other assets

Net liabilities assumed

Deferred tax assets (liabilities)

Noncontrolling interests

Fair value of equity consideration

Cash paid (received) for acquisitions, net of cash acquired

Years ended December 31,

amounts in millions

Cash paid for interest

Cash paid for taxes

Cash paid for interest, net of amounts capitalized

Cash paid for taxes, net

Noncash activity:

Property and equipment expenditures incurred but not yet paid

The following table reconciles cash and cash equivalents and restricted cash reported in the Company’s consolidated balance sheets to the total amount presented in its consolidated statements of cash flows:

6 unchanged sentences

Restricted cash primarily relates to cash restricted for use on GCI Holdings’ various arrangements to help fund projects that extended terrestrial broadband service for the first time to rural Alaska communities via a high capacity hybrid fiber optic and microwave network.

(4) Acquisition

On December 18, 2020, the Company completed the Combination with GCI Liberty.

The Company accounted for the Combination using the acquisition method of accounting.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

The following details the acquisition consideration as of December 18, 2020 (amounts in millions), which is primarily based on level 1 inputs:

Fair value of newly issued Liberty Broadband Series C and B common stock 1

Fair value of newly issued Liberty Broadband Preferred Stock 2

Fair value of share-based payment replacement awards 3

Total fair value of consideration

Fair value of Liberty Broadband shares attributable to share repurchase 4

Total fair value of consideration attributable to business combination

Fair value of newly issued Liberty Broadband Preferred Stock 2

Fair value of share-based payment replacement awards accounted for as liability awards

Total fair value of acquisition consideration to be allocated

(1) The fair value of newly issued Series C and B Liberty Broadband common stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Series A and B common stock as of December 18, 2020 (ii) the exchange ratio of 0.58 , and (iii) the closing share price of Liberty Broadband Series C and B common stock on December 18, 2020.

Liberty Broadband issued 61.3 million shares of Series C common stock and 98 thousand shares of Series B common stock.

(2) The fair value of the newly issued Liberty Broadband Preferred Stock was calculated by multiplying (i) the outstanding shares of GCI Liberty Preferred Stock as of December 18, 2020, and (ii) the closing share price of GCI Liberty Preferred Stock on December 18, 2020.

The GCI Liberty Preferred Stock was converted on a one to one ratio into Liberty Broadband Preferred Stock.

(3) This amount represents the fair value of share-based payment replacement awards.

(4) GCI Liberty owned approximately 42.7 million shares of Liberty Broadband Series C common stock.

The acquisition of Liberty Broadband Series C common stock is accounted for as a share repurchase by Liberty Broadband.

This amount was calculated by multiplying (i) the number of shares of Liberty Broadband Series C common stock owned by GCI Liberty as of December 18, 2020 and (ii) the closing share price of Liberty Broadband Series C common stock on December 18, 2020.

The application of the acquisition method resulted in the assignment of purchase price to the GCI Liberty assets acquired and liabilities assumed based on estimates of their acquisition date fair values (primarily level 3).

The determination of the fair values of the acquired assets and liabilities (and the determination of estimated lives of depreciable tangible and identifiable intangible assets) requires significant judgment.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

The acquisition purchase price allocation for GCI Liberty is as follows (amounts in millions):

Cash and cash equivalents including restricted cash

Property and equipment

Investment in Charter

Intangible assets not subject to amortization

Intangible assets subject to amortization

Deferred revenue

Debt, including obligations under tower and finance leases

Indemnification liability

Deferred income tax liabilities

Preferred stock

Non-controlling interest

Other liabilities

Total fair value of acquisition consideration to be allocated

Goodwill is calculated as the excess of the consideration transferred over the identifiable net assets acquired and represents the future economic benefits expected to arise from other intangible assets acquired that do not qualify for separate recognition, including assembled workforce, value associated with future customers, continued innovation and non-contractual relationships.

Amortizable intangible assets of $ 639 million were acquired and are comprised of customer relationships with a weighted average useful life of approximately 14 years and right-to-use assets with a weighted average useful life of approximately 12 years .

Approximately $ 134 million of the acquired goodwill will be deductible for income tax purposes.

As of December 31, 2021, the determination of the acquisition date fair value of the acquired assets and assumed liabilities is final.

Since the date of the acquisition, included in net earnings (loss) attributable to Liberty Broadband shareholders for the year ended December 31, 2020 was $ 28 million in earnings related to GCI Liberty.

The unaudited pro forma revenue, net earnings and basic and diluted net earnings per common share of Liberty Broadband, prepared utilizing the historical financial statements of Liberty Broadband, giving effect to acquisition accounting related adjustments made at the time of acquisition, as if the acquisition discussed above occurred on January 1, 2019, are as follows:

Year ended December 31,

amounts in millions, except

per share amounts

Net earnings (loss)

Net earnings (loss) attributable to Liberty Broadband shareholders

Basic net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share

Diluted net earnings (loss) attributable to Series A, Series B and Series C Liberty Broadband shareholders per common share

The pro forma results include adjustments directly attributable to the business combination including adjustments related to the amortization of acquired tangible and intangible assets, revenue, interest expense, stock-based compensation, and the exclusion of transaction related costs.

The pro forma information is not representative of the Company’s future results of operations nor does it reflect what the Company’s results of operations would have been if the acquisition had occurred previously and the Company consolidated the results of GCI Liberty during the periods presented.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

(4) Assets and Liabilities Measured at Fair Value

15 unchanged sentences

Exchangeable senior debentures

Pursuant to an indemnification agreement initially entered into by GCI Liberty and assumed by Liberty Broadband in connection with the Combination, Liberty Broadband has agreed to indemnify Liberty Interactive LLC (“LI LLC”), a subsidiary of Qurate Retail, for certain payments made to holders of LI LLC’s 1.75 % exchangeable debentures due 2046 (the "

1.75 % Exchangeable Debentures").

An indemnity obligation in the amount of $ 336 million was recorded upon completion of the Combination.

The indemnification liability due to LI LLC pertains to the holders’ ability to exercise their exchange right according to the terms of the 1.75 % Exchangeable Debentures on or before October 5, 2023.

Such amount will equal the difference between the exchange value and par value of the 1.75 % Exchangeable Debentures at the time the exchange occurs.

The indemnification obligation recorded in the consolidated balance sheets as of December 31, 2022 and December 31, 2021 represents the fair value of the estimated exchange feature included in the 1.75 % Exchangeable Debentures primarily based on observable market data as significant inputs (Level 2).

As of December 31, 2022, a holder of the 1.75 % Exchangeable Debentures has the ability to exchange their debentures on October 5, 2023, and, accordingly, such indemnification obligation is included as a current liability in the Company’s consolidated balance sheets.

Pursuant to an indemnification agreement initially entered into by GCI Liberty and assumed by Liberty Broadband in connection with the Combination, Liberty Broadband had agreed to indemnify Liberty Interactive LLC (“LI LLC”), a subsidiary of Qurate Retail, for certain payments made to holders of LI LLC’s 1.75 % exchangeable debentures due 2046 (the "LI LLC 1.75 % Exchangeable Debentures").

The indemnification liability due to LI LLC pertained to the holders’ ability to exercise their exchange right according to the terms of the LI LLC 1.75 % Exchangeable Debentures on or before October 5, 2023.

Such amount equaled the difference between the exchange value and par value of the LI LLC 1.75 % Exchangeable Debentures at the time the exchange occurred.

The indemnification obligation recorded in the consolidated balance sheet as of December 31, 2022 represented the fair value of the estimated exchange feature included in the LI LLC 1.75 % Exchangeable Debentures primarily based on observable market data as significant inputs (Level 2).

As of December 31, 2023, all remaining LI LLC 1.75 % Exchangeable Debentures were either retired or exchanged and indemnification payments of $ 45 million were made by Liberty Broadband to Qurate Retail in connection with exchanges of $ 330 million of the LI LLC 1.75 % Exchangeable Debentures that settled in the period.

The Company’s exchangeable senior debentures are debt instruments with quoted market value prices that are not considered to be traded on “active markets,” as defined in GAAP, and are reported in the foregoing table as Level 2 fair value.

Other Financial Instruments

Other financial instruments not measured at fair value on a recurring basis include trade receivables, trade payables, accrued and other current liabilities, current portion of debt (with the exception of the 1.25 % Debentures, the 2.75 % Debentures and the 1.75 % Debentures (each as defined in note 8)) and long-term debt.

With the exception of long-term debt, the carrying amount approximates fair value due to the short maturity of these instruments as reported on our consolidated balance sheets.

The carrying value of the Margin Loan Facility, Senior Credit Facility and Wells Fargo Note Payable (each as defined in note 8) all bear interest at a variable rate and therefore are also considered to approximate fair value.

Other financial instruments not measured at fair value on a recurring basis include trade receivables, trade payables, accrued and other current liabilities, equity securities, current portion of debt (with the exception of the 1.25 % Debentures prior to their redemption in the third quarter of 2023, and the 2.75 % Debentures and the 1.75 % Debentures prior to their redemption in the first quarter of 2023 (each as defined in note 7)) and long-term debt (with the exception of the 3.125 % Debentures (as defined in note 7)).

With the exception of long-term debt and preferred stock, the carrying amount approximates fair value due to the short maturity of these instruments as reported on our consolidated balance sheets.

The carrying value of the Margin Loan Facility, the Senior Credit Facility and the Wells Fargo Note Payable (each as defined in note 7) all bear interest at a variable rate and therefore are also considered to approximate fair value.

LIBERTY BROADBAND CORPORATION

10 unchanged sentences

The Company isolates the portion of the unrealized gain (loss) attributable to the change in the instrument specific credit risk and recognizes such amount in other comprehensive income.

The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk before tax was a loss of $ 7 million, a loss of $ 2 million and a gain of $ 9 million for the years ended December 31, 2022, 2021 and 2020, respectively.

The cumulative change was a gain of less than $ 1 million as of December 31, 2022.

(6) Investment in Affiliates Accounted for Using the Equity Method

The change in the fair value of the exchangeable senior debentures attributable to changes in the instrument specific credit risk before tax was a gain of $ 55 million, a loss of $ 7 million and a loss of $ 2 million for the years ended December 31, 2023, 2022 and 2021, respectively.

The cumulative change was a gain of $ 55 million as of December 31, 2023.

(5) Investment in Charter Accounted for Using the Equity Method

Through a number of prior years’ transactions and the Combination, Liberty Broadband has acquired an interest in Charter.

2 unchanged sentences

We own an approximate 31.9 % economic ownership interest in Charter, based on shares of Charter’s Class A common stock issued and outstanding as of December 31, 2023.

Upon the closing of the Time Warner Cable merger, the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership, as amended (the “Stockholders Agreement”), became fully effective.

Upon the closing of the Time Warner Cable, LLC merger, the Second Amended and Restated Stockholders Agreement, dated as of May 23, 2015, by and among Charter, Liberty Broadband and Advance/Newhouse Partnership, as amended (the “Stockholders Agreement”), became fully effective.

Pursuant to the Stockholders Agreement, Liberty Broadband’s equity ownership in Charter (on a fully diluted basis) is capped at the greater of 26 % or the voting cap (as defined below) (“Equity Cap”).

4 unchanged sentences

Pursuant to this letter agreement, following any month during which Charter purchases, redeems or buys back shares of its Class A common stock, and prior to certain meetings of Charter’s stockholders, Liberty Broadband will be obligated to sell to Charter, and Charter will be obligated to purchase, such number of shares of Class A common stock as is necessary (if any) to reduce Liberty Broadband’s percentage equity interest, on a fully diluted basis, to the Equity Cap (such transaction, a “Charter Repurchase”).

The per share sale price for each share of Charter will be equal to the volume weighted average price paid by

The per share sale price for each share of Charter will be equal to the volume weighted average price paid by Charter in its repurchases, redemptions and buybacks of its common stock (subject to certain exceptions) during the month prior to the Charter Repurchase (or, if applicable, during the relevant period prior to the relevant meeting of Charter stockholders).

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Charter in its repurchases, redemptions and buybacks of its common stock (subject to certain exceptions) during the month prior to the Charter Repurchase (or, if applicable, during the relevant period prior to the relevant meeting of Charter stockholders).

Under the terms of the letter agreement, Liberty Broadband sold 6,168,174 and 6,077,664 shares of Charter Class A common stock to Charter for $ 3.0 billion and $ 4.2 billion during the years ended December 31, 2022 and 2021, respectively, to maintain our fully diluted ownership percentage at 26 % .

Under the terms of the letter agreement, Liberty Broadband sold Charter Class A common stock to Charter to maintain our fully diluted ownership percentage at 26 % as follows:

Years ended December 31,

dollar amounts in millions

Number of Charter Class A shares sold to Charter

Amount of Charter Class A shares sold to Charter

Subsequent to December 31, 2023, Liberty Broadband sold 213,216 shares of Charter Class A common stock to Charter for $ 81 million.

During the year ended December 31, 2020, Liberty Broadband exercised its preemptive right to purchase an aggregate of approximately 35 thousand shares of Charter’s Class A common stock for an aggregate purchase price of $ 15 million.

During the years ended December 31, 2023, 2022 and 2021, there were dilution losses of $ 60 million, $ 63 million, and $ 102 million, respectively, in the Company’s investment in Charter.

The dilution losses were primarily attributable to stock option exercises by employees and other third parties, partially offset by a gain on dilution related to Charter’s repurchase of Liberty Broadband’s Charter shares during the years ended December 31, 2022 and 2021.

The dilution losses were primarily attributable to the e xercise of stock options and restricted stock units by employees and other third parties, offset by a gain on dilution related to Charter’s repurchase of Liberty Broadband’s Charter shares during the periods presented.

The excess basis has been allocated within memo accounts used for equity method accounting purposes as follows (amounts in millions):

Years ended December 31,

Property and equipment

Customer relationships

Property and equipment, net

Customer relationships, net

Franchise fees

Deferred income tax liability

Property and equipment and customer relationships have weighted average remaining useful lives of approximately 5 years and 8 years , respectively, and indefinite lives for franchise fees, trademarks and goodwill.

Property and equipment and customer relationships have weighted average remaining useful lives of approximately 4 years and 7 years , respectively, and franchise fees, trademarks and goodwill have indefinite lives.

The excess basis of outstanding debt is amortized over the contractual period using the straight-line method.

The decrease in excess basis for the year ended December 31, 2022 was primarily due to amortization, as well as the impact of Charter share issuances during the period.

The change in excess basis for the year ended December 31, 2023 was primarily due to an increase in excess basis due to Charter’s share buyback program, partially offset by Liberty Broadband’s participation in Charter’s share buyback program.

These impacts were more than offset by amortization expense during the period, resulting in a slight decrease in the excess basis in Charter from December 31, 2022 to December 31, 2023.

Included in our share of earnings from Charter of $ 1,155 million, $ 1,326 million and $ 1,194 million for the years ended December 31, 2023, 2022 and 2021, respectively, are $ 277 million, $ 232 million and $ 234 million, respectively, of losses, net of taxes, due to the amortization of the excess basis related to assets with identifiable useful lives and debt.

19 unchanged sentences

Depreciation and amortization

Other operating expenses, net

Other operating (income) expense, net

Operating income

14 unchanged sentences

Balance at December 31, 2021

Acquisition adjustments during measurement period

Balance at December 31, 2022

6 unchanged sentences

Customer relationships

Other amortizable intangibles

Other amortizable intangible assets

Intangible assets are being amortized generally on an accelerated basis as reflected in amortization expense and in the future amortization table below.

11 unchanged sentences

2.75 % Exchangeable Senior Debentures due 2050

1.75 % Exchangeable Senior Debentures due 2046

Senior credit facility

4 unchanged sentences

Margin Loan Facility

On November 8, 2022, a bankruptcy remote wholly owned subsidiary of the Company (“ SPV ”) entered into Amendment No.

6 to Margin Loan Agreement (the “Sixth Amendment ”), which amends SPV’s margin loan agreement, dated as of August 31, 2017 (as amended by the Sixth Amendment, the “ Margin Loan Agreement ”), with a group of lenders.

On May 17, 2023, a bankruptcy remote wholly owned subsidiary of the Company (“ SPV ”) entered into Amendment No.

7 to Margin Loan Agreement (the “Seventh Amendment ”), which amends SPV’s margin loan agreement, dated as of August 31, 2017 (as amended by the Seventh Amendment, the “ Margin Loan Agreement ”), with a group of lenders.

The Margin Loan Agreement provides for (x) a term loan credit facility in an aggregate principal amount of $ 1.15 billion (the “ Term Loan Facility ” and proceeds of such facility, the “ Term Loans ”), (y) a revolving credit facility in an aggregate principal amount of $ 1.15 billion (the “ Revolving Loan Facility ” and proceeds of such facility, the “ Revolving Loans ”;

the Revolving Loans, collectively with the Term Loans, the “ Loans ”) and (z) an uncommitted incremental term loan facility in an aggregate principal amount of up to $ 200 million (collectively, the “Margin Loan Facility”).

No additional borrowings under the Margin Loan Agreement were made in connection with the Sixth Amendment.

No additional borrowings under the Margin Loan Agreement were made in connection with the Seventh Amendment.

SPV’s obligations under the Margin Loan Facility are secured by shares of Charter owned by SPV.

Effective on October 3, 2022, pursuant to Amendment No.

5 to Margin Loan Agreement, an additional 6 million shares of Charter were voluntarily pledged as collateral, which improved the loan to value ratio.

The Seventh Amendment provided for, among other things, (i) the extension of the scheduled maturity dates to May 12, 2026, (ii) the interest under the Margin Loan Agreement to be determined by reference to the Secured Overnight Financing Rate (“SOFR”) instead of the London Interbank Offered Rate (“LIBOR”), (iii) an increase in the Base Spread (as defined below) applicable to all loans funded under the Margin Loan Agreement and (iv) the removal of certain conditions precedent to the release of pledged shares.

Outstanding borrowings under the Margin Loan Agreement were $ 1.5 billion and $ 1.4 billion as of December 31, 2023 and December 31, 2022, respectively.

As of December 31, 2023, SPV was permitted to borrow an additional $ 840 million under the Margin Loan Agreement, subject to certain funding conditions, which may be drawn until five business days prior to the maturity date.

The maturity date of the loans under the Margin Loan Agreement is May 12, 2024 (except for any additional loans incurred thereunder to the extent SPV and the incremental lenders agree to a later maturity date).

Prior to the completion of the Combination, borrowings under the Margin Loan Agreement bore interest at the three-month LIBOR rate plus a per annum spread of 1.5 %, which increased to a per annum spread of 1.85 % from and after the completion of the Combination until the Fourth Amendment effective date on May 12, 2021, when the per annum spread decreased to 1.5 %.

The Margin Loan Agreement also provides for customary LIBOR replacement provisions.

The Margin Loan Agreement contains various affirmative and negative covenants that restrict the activities of SPV (and, in some cases, the Company and its subsidiaries with respect to shares of Charter owned by the Company and its subsidiaries).

The Margin Loan Agreement does not include any financial covenants.

The Margin Loan Agreement does contain restrictions related to additional indebtedness and events of default customary for margin loans of this type.

The maturity date of the loans under the Margin Loan Agreement is May 12, 2026.

Pursuant to the Seventh Amendment, the borrowings under the Margin Loan Agreement will accrue interest at a rate equal to the three-month SOFR rate plus a per annum spread of 1.875 % (the “Base Spread”) (unless and until the replacement of such rate as provided for under the Margin Loan Agreement).

The Margin Loan Agreement also has a commitment fee equal to 0.50 % per annum on the daily unused amount of the Revolving Loans.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Borrowings under the Margin Loan Agreement prior to the Seventh Amendment bore interest at the three-month LIBOR rate plus a per annum spread of 1.5 %, effective with the Fourth Amendment on May 12, 2021.

Prior to the Fourth Amendment effective date on May 12, 2021, the per annum spread was 1.85 %.

The Margin Loan Agreement does not include any financial covenants.

The Margin Loan Agreement does contain restrictions related to additional indebtedness and events of default customary for margin loans of this type.

SPV’s obligations under the Margin Loan Agreement are secured by first priority liens on a portion of the Company’s ownership interest in Charter, sufficient for SPV to meet the loan to value requirements under the Margin Loan Agreement.

3 unchanged sentences

On August 27, 2020, the Company closed a private offering of $ 575 million aggregate original principal amount of its 2.75 % Exchangeable Senior Debentures due 2050 (the “ 2.75 % Debentures”), including debentures with an aggregate original principal amount of $ 75 million issued pursuant to the exercise of an option granted to the initial purchasers.

Upon an exchange of 2.75 % Debentures, the Company, at its election, may deliver shares of Charter Class A common stock, the value thereof in cash, or any combination of shares of Charter Class A common stock and cash.

Initially, 1.1661 shares of Charter Class A common stock are attributable to each $ 1,000 original principal amount of 2.75 % Debentures, representing an initial exchange price of approximately $ 857.56 for each share of Charter Class A common stock.

A total of 670,507 shares of Charter Class A common stock are attributable to the 2.75 % Debentures.

Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing December 31, 2020.

The 2.75 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.

Holders of the 2.75 % Debentures also have the right to require the Company to purchase their 2.75 % Debentures on October 5, 2023.

The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 2.75 % Debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution.

As of December 31, 2022, a holder of the 2.75 % Debentures has the ability to exchange their debentures on October 5, 2023 and, accordingly, the 2.75 % Debentures have been classified as current within the consolidated balance sheet as of December 31, 2022.

During the first quarter of 2023, the Company repurchased all of the outstanding 2.75 % Debentures using proceeds from the issuance of the 3.125 % Debentures, as defined and further described below.

On November 23, 2020, the Company closed a private offering of $ 825 million aggregate original principal amount of its 1.25 % Exchangeable Senior Debentures due 2050 (the “ 1.25 % Debentures”), including debentures with an aggregate original principal amount of $ 75 million issued pursuant to the exercise of an option granted to the initial purchasers.

Upon an exchange of 1.25 % Debentures, the Company, at its election, may deliver shares of Charter Class A common stock, the value thereof in cash, or any combination of shares of Charter Class A common stock and cash.

Initially, 1.1111 shares of Charter Class A common stock are attributable to each $ 1,000 original principal amount of 1.25 % Debentures, representing an initial exchange price of approximately $ 900.00 for each share of Charter Class A common stock.

A total of 916,657 shares of Charter Class A common stock are attributable to the 1.25 % Debentures.

Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing March 31, 2021.

The 1.25 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.

Holders of the 1.25 % Debentures also have the right to require the Company to purchase their debentures on October 5, 2023.

The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 1.25 % Debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution.

As of December 31, 2022, a holder of the 1.25 % Debentures has the ability to exchange their debentures on October 5, 2023 and, accordingly, the 1.25 % Debentures have been classified as current within the consolidated balance sheet as of December 31, 2022.

During the first quarter of 2023, the Company repurchased a significant portion of the 1.25 % Debentures using proceeds from the issuance of the 3.125 % Debentures, as defined and further described below.

On October 5, 2023, the remaining 1.25 % Debentures were redeemed.

In connection with the closing of the Combination on December 18, 2020, the Company assumed all of GCI Liberty’s outstanding 1.75 % exchangeable senior debentures due 2046 (the “ 1.75 % Debentures”) with an original outstanding principal amount of $ 15 million at fair value.

1 unchanged sentence

The 1.75 % Debentures were initially issued on June 18, 2018 by GCI Liberty.

Upon an exchange of 1.75 % Debentures, the Company, at its option, may deliver Charter Class A common stock, cash or a combination of Charter Class A common stock and cash.

Initially, 2.6989 shares of Charter Class A common stock are attributable to each $ 1,000 principal amount of 1.75 % Debentures, representing an initial exchange price of approximately $ 370.52 for each share of Charter Class A common stock.

During the first quarter of 2023, the Company repurchased all of the outstanding 1.75 % Debentures using proceeds from the issuance of the 3.125 % Debentures, as defined and further described below.

On February 28, 2023, the Company closed a private offering of $ 1,265 million aggregate original principal amount of its 3.125 % Exchangeable Senior Debentures due 2053 (the “ 3.125 % Debentures”), including debentures with an aggregate original principal amount of $ 165 million issued pursuant to the exercise of an option granted to the initial purchasers.

Upon an exchange of the 3.125 % Debentures, the Company, at its election, may deliver shares of Charter Class A common stock, the value thereof in cash, or any combination of shares of Charter Class A common stock and cash.

Initially, 1.8901 shares of Charter Class A common stock are attributable to each $ 1,000 original principal amount of 3.125 % Debentures, representing an initial exchange price of approximately $ 529.07 for each share of Charter Class A common stock.

A total of 2,390,977 shares of Charter Class A common stock are attributable to the 3.125 % Debentures.

Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year.

The 1.75 % Debentures may be redeemed by the Company, in whole or in part, on or after October 5, 2023.

Holders of the 1.75 % Debentures also have the right to require the Company to purchase their debentures on October 5, 2023.

The redemption and purchase price will generally equal 100 % of the adjusted

Interest is payable quarterly on March 31, June 30, September 30 and December 31 of each year, commencing June 30, 2023.

The 3.125 % Debentures may be redeemed by the Company, in whole or in part, on or after April 6, 2026.

Holders of the 3.125 % Debentures also have the right to require the Company to purchase their 3.125 % Debentures on April 6, 2026.

The redemption and purchase price will generally equal 100 % of the adjusted principal amount of the 3.125 % Debentures plus accrued and unpaid interest to the redemption date, plus any final period distribution.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

principal amount of the 1.75 % Debentures plus accrued and unpaid interest.

As of December 31, 2022, a holder of the 1.75 % Debentures has the ability to exchange their debentures on October 5, 2023 and accordingly, the 1.75 % Debentures have been classified as current within the consolidated balance sheet as of December 31, 2022.

The Company elected to account for all exchangeable senior debentures at fair value in its consolidated financial statements.

of December 31, 2023, a holder of the 3.125 % Debentures does not have the ability to exchange their debentures and, accordingly, the 3.125 % Debentures have been classified as long-term debt within the consolidated balance sheet as of December 31, 2023.

As mentioned above, the Company used the net proceeds of the offering of the 3.125 % Debentures, together with existing cash on hand, to repurchase all of the outstanding 1.75 % Debentures, all of the outstanding 2.75 % Debentures and a significant portion of the outstanding 1.25 % Debentures.

On October 5, 2023, the remaining portion of the 1.25 % Debentures were retired at the adjusted principal amount plus accrued interest and, pursuant to a supplemental indenture entered into in February 2023, the Company delivered solely cash to satisfy its obligations.

The Company has elected to account for all of its exchangeable senior debentures at fair value in its consolidated financial statements.

Accordingly, changes in the fair value of these instruments are recognized in Realized and unrealized gains (losses) on financial instruments, net in the accompanying consolidated statements of operations.

2 unchanged sentences

In connection with the closing of the Combination on December 18, 2020, GCI, LLC became an indirect wholly owned subsidiary of the Company.

GCI, LLC is the issuer of $ 600 million 4.75 % senior notes due 2028 (the “Senior Notes”).

GCI, LLC is the issuer of $ 600 million aggregate principal amount of 4.75 % senior notes due 2028 (the “Senior Notes”).

The Senior Notes were issued by GCI, LLC on October 7, 2020 and are unsecured.

6 unchanged sentences

GCI, LLC is the borrower under the Senior Credit Facility (as defined below).

On October 15, 2021, GCI, LLC entered into an Eighth Amended and Restated Credit Agreement (the “Senior Credit Facility”), which includes a $ 550 million revolving credit facility, with a $ 25 million sublimit for standby letters of credit, that matures on October 15, 2026 and a $ 250 million Term Loan A (the “Term Loan A”) that matures on October 15, 2027.

Additionally, the $ 400 million Term Loan B (the “Term Loan B”) which existed prior to the amendment, was repaid in full using the proceeds from the Term Loan A together with $ 150 million in borrowings under the revolving credit facility.

The revolving credit facility borrowings under the Senior Credit Facility that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50 % and 1.75 % depending on GCI, LLC’s total leverage ratio.

The revolving credit facility borrowings under the Senior Credit Facility that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 1.50 % and 2.75 % depending on GCI, LLC’s total leverage ratio.

On October 15, 2021, GCI, LLC entered into an Eighth Amended and Restated Credit Agreement (the “Senior Credit Facility Eighth Amendment”), which includes a $ 550 million revolving credit facility, with a $ 25 million sublimit for standby letters of credit, that matures on October 15, 2026 and a $ 250 million Term Loan A (the “Term Loan A”) that matures on October 15, 2027.

Additionally, the $ 400 million Term Loan B (the “Term Loan B”) which existed prior to the Senior Credit Facility Eighth Amendment, was repaid in full using the proceeds from the Term Loan A together with $ 150 million in borrowings under the revolving credit facility.

On June 12, 2023, GCI, LLC entered into Amendment No.

1 to the Eighth Amended and Restated Credit Agreement (as amended, the “Senior Credit Facility”) which modified the interest rates to reference SOFR instead of LIBOR.

Following the amendment in June 2023, the revolving credit facility borrowings under the Senior Credit Facility that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 0.50 % and 1.75 % depending on GCI, LLC’s total leverage ratio.

The revolving credit facility borrowings under the Senior Credit Facility that are SOFR loans bear interest at a per annum rate equal to the applicable SOFR plus a Credit Spread Adjustment (as defined in the Senior Credit Facility) plus a margin that varies between 1.50 % and 2.75 % depending on GCI, LLC’s total leverage ratio.

Term Loan A borrowings that are alternate base rate loans bear interest at a per annum rate equal to the alternate base rate plus a margin that varies between 1.00 % and 2.25 % depending on GCI, LLC’s total leverage ratio.

Term Loan A borrowings that are LIBOR loans bear interest at a per annum rate equal to the applicable LIBOR plus a margin that varies between 2.00 % and 3.25 % depending on GCI, LLC’s total leverage ratio.

Term Loan A borrowings that are SOFR loans bear interest at a per annum rate equal to the applicable SOFR plus a margin that varies between 2.00 % and 3.25 % depending on GCI, LLC’s total leverage ratio.

Principal payments are due quarterly on the Term Loan A equal to 0.25 % of the original principal amount, which may step up to 1.25 % of the original principal amount of the Term Loan A depending on GCI, LLC’s secured leverage ratio.

1 unchanged sentence

Any amounts prepaid on the revolving credit facility may be reborrowed.

The Senior Credit Facility also provides for customary LIBOR replacement provisions.

Prior to the amendment, the borrowings under the Senior Credit Facility bore interest at either the alternate base rate or LIBOR (based on an interest period selected by GCI, LLC of one month, two months, three months or six months) at the election of GCI, LLC in each case plus a margin.

The revolving credit facility borrowings that were alternate base rate loans bore interest at a per annum rate equal to the alternate base rate plus a margin that varied between 0.50 % and 1.75 % depending on GCI, LLC’s total leverage ratio.

The revolving credit facility borrowings that were LIBOR loans bore interest at a per annum rate equal to the applicable LIBOR plus a margin that varied between 1.50 % and 2.75 % depending on GCI, LLC’s total leverage ratio.

Term Loan B borrowings that were alternate base rate loans bore interest at a per annum rate equal to the alternate base rate plus a margin of

Prior to the amendment in

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

June 2023, all rates indexed to SOFR were previously indexed to LIBOR.

The Senior Credit Facility also has a commitment fee that accrues at a per annum rate between 0.375 % and 0.500 % on the daily unused amount of the revolving credit facility depending on GCI, LLC’s total leverage ratio.

Prior to the Senior Credit Facility Eighth Amendment in October 2021, the borrowings under the Senior Credit Facility bore interest at either the alternate base rate or LIBOR (based on an interest period selected by GCI, LLC of one month, two months, three months or six months) at the election of GCI, LLC in each case plus a margin.

Term Loan B borrowings that were alternate base rate loans bore interest at a per annum rate equal to the alternate base rate plus a margin of 1.75 % .

Term Loan B borrowings that were LIBOR loans bore interest at a per annum rate equal to the applicable LIBOR plus a margin of 2.75 % with a LIBOR floor of 0.75 % .

6 unchanged sentences

In connection with the closing of the Combination on December 18, 2020, the Company assumed GCI Holdings’ outstanding $ 6 million under its Wells Fargo Note Payable (as defined below).

Outstanding borrowings on the Wells Fargo Note Payable were $ 5 million and $ 6 million as of December 31, 2022 and December 31, 2021, respectively.

GCI Holdings issued a note to Wells Fargo that matures on July 15, 2029 and is payable in monthly installments of principal and interest (the "Wells Fargo Note Payable").

The interest rate is variable at one month LIBOR plus 2.25 %.

The note also provides for customary LIBOR replacement provisions.

Outstanding borrowings on the Wells Fargo Note Payable were $ 5 million as of both December 31, 2023 and December 31, 2022.

GCI Holdings issued a note to Wells Fargo that matures on July 15, 2029 and is payable in monthly installments of principal and interest (the "Wells Fargo Note Payable").

On May 1, 2023, the Wells Fargo Note Payable was amended to update the interest rate to reference SOFR instead of LIBOR.

After this amendment, the interest rate is variable at SOFR plus 1.75 %.

Prior to the amendment, the interest rate was variable at one month LIBOR plus 2.25 %.

The note is subject to similar affirmative and negative covenants as the Senior Credit Facility.

3 unchanged sentences

The Company and GCI, LLC are in compliance with all debt maintenance covenants as of December 31, 2023.

Five Year Maturities

The annual principal maturities of debt, based on stated maturity dates, for each of the next five years is a follows (amounts in millions):

Fair Value of Debt

The fair value of the Senior Notes was $ 506 million at December 31, 2022 (Level 1).

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Five Year Maturities

The annual principal maturities of debt, based on stated maturity dates, for each of the next five years is as follows (amounts in millions):

Fair Value of Debt

The fair value of the Senior Notes was $ 556 million at December 31, 2023 (Level 2).

Due to the variable rate nature of the Margin Loan, Senior Credit Facility and Wells Fargo Note Payable, the Company believes that the carrying amount approximates fair value at December 31, 2023.

In 2016 and 2017, GCI Holdings sold certain tower sites and entered into a master lease agreement in which it leased back space on those tower sites.

At the time, GCI Holdings determined that it was precluded from applying sales-leaseback accounting.

We also considered whether the Combination resulted in a completed sale-leaseback transaction and concluded that the transaction did not meet the criteria and should continue to be accounted for in the same manner as previously determined.

GCI Holdings determined that it is precluded from applying sales-leaseback accounting.

GCI Holdings has entered into finance lease agreements with satellite providers for transponder capacity to transmit voice and data traffic in rural Alaska.

3 unchanged sentences

Operating lease right-of-use (“ROU”) assets and operating lease liabilities are recognized based on the present value of the future lease payments using our incremental borrowing rate at the commencement date of the lease.

If lease terms are modified, the ROU assets and operating lease liabilities are adjusted to reflect the updated future lease payments and changes in the incremental borrowing rate.

The Company has leases with remaining lease terms that range from less than one year up to 27 years .

1 unchanged sentence

The Company also has the option to terminate certain of its leases early with such options to terminate ranging from as early as 30 days up to 14 years from December 31, 2023.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

The components of lease cost during the years ended December 31, 2023, 2022 and 2021 were as follows:

6 unchanged sentences

(1) Included within operating lease costs were short-term lease costs and variable lease costs, which were not material to the consolidated financial statements.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

The remaining weighted-average lease term and the weighted-average discount rate were as follows:

5 unchanged sentences

Operating leases

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Supplemental balance sheet information related to leases was as follows:

16 unchanged sentences

(4) Current obligations under finance leases are included within the Other current liabilities line item in the accompanying consolidated balance sheets.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Supplemental cash flow information related to leases was as follows:

6 unchanged sentences

Operating leases

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

Future lease payments under finance leases, operating leases and tower obligations with initial terms of one year or more at December 31, 2023 consisted of the following:

29 unchanged sentences

Income tax (expense) benefit

For the year ended December 31, 2023, the significant reconciling items, as noted in the table above, are primarily due to state income taxes and certain non-deductible expenses.

For the year ended December 31, 2022, the significant reconciling items, as noted in the table above, are primarily due to the nontaxable decrease in the fair value of the indemnification obligation owed to Qurate Retail and tax benefits from the sale of stock of a subsidiary.

For the year ended December 31, 2021, the significant reconciling items, as noted in the table above, are primarily due to a non-deductible litigation settlement and non-deductible executive compensation, partially offset by tax benefits from a change in effective tax rate used to measure deferred taxes on certain Charter shares.

For the year ended December 31, 2020, the significant reconciling item, as noted in the table above, is primarily the result of a change in the effective state tax rate used to measure deferred taxes due to the Combination.

LIBERTY BROADBAND CORPORATION

18 unchanged sentences

Net deferred tax asset (liability)

The Company’s valuation allowance decreased $ 6 million in 2022, of which $ 1 million affected tax expense and $ 5 million affected equity.

The Company’s valuation allowance was unchanged in 2023.

At December 31, 2023, Liberty Broadband had deferred tax assets of $ 36 million for federal and state net operating losses, interest expense carryforwards and tax credit carryforwards.

6 unchanged sentences

However, because Liberty Broadband generated a net operating loss (“NOL”) in 2016, 2017, 2018, and 2019, utilization of the NOLs in future years is still subject to adjustment.

The IRS has completed its examination of Liberty Broadband’s 2019 tax year, however, 2019 remains open until the statute of limitations lapses on October 15, 2023.

Liberty Broadband’s 2020 and 2021 tax years are not under IRS examination.

Liberty Broadband’s 2022 tax year is being examined currently as part of the IRS’s Compliance Assurance Process (“CAP”) program.

Liberty Broadband’s 2022 and 2023 tax years are being examined currently as part of the IRS’s Compliance Assurance Process (“CAP”) program.

Because Liberty Broadband’s ownership of Charter is less than the required 80%, Charter is not consolidated with Liberty Broadband for federal income tax purposes.

1 unchanged sentence

However, because GCI generated NOLs in tax years prior to 2020, utilization of the NOLs in future years are subject to adjustment.

GCI Liberty’s 2019, and 2020 tax years are not currently under IRS examination, but remain “open” until the statute of limitations expires on October 15, 2023 and October 15, 2024, respectively.

GCI Liberty’s 2020 tax year is not currently under IRS examination, but remains “open” until the statute of limitations expires on October 15, 2024.

Prior to the March 9, 2018 GCI Liberty split-off from Qurate Retail, certain GCI Liberty businesses were part of the Qurate Retail, Inc.

1 unchanged sentence

Qurate Retail’s tax years prior to 2019 are closed for federal income tax purposes.

Various states are currently examining Qurate’s prior years’ state income tax returns.

Various states are currently examining Qurate Retail’s prior years’ state income tax returns.

LIBERTY BROADBAND CORPORATION

4 unchanged sentences

Liberty Broadband's preferred stock is issuable, from time to time, with such designations, preferences and relative participating, optional or other rights, qualifications, limitations or restrictions thereof, as shall be stated and expressed in a resolution or resolutions providing for the issue of such preferred stock adopted by Liberty Broadband's board of directors.

Liberty Broadband Preferred Stock was issued as a result of the Combination on December 18, 2020.

Each share of GCI Liberty Preferred Stock outstanding immediately prior to the closing of the Combination was converted into one share of newly issued Liberty Broadband Preferred Stock.

Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“Liberty Broadband Preferred Stock”) was issued as a result of the Combination on December 18, 2020.

Each share of Series A Cumulative Redeemable Preferred Stock of GCI Liberty outstanding immediately prior to the closing of the Combination was converted into one share of newly issued Liberty Broadband Preferred Stock.

The Company is required to redeem all outstanding shares of Liberty Broadband Preferred Stock out of funds legally available, at the liquidation price plus all unpaid dividends (whether or not declared) accrued from the most recent dividend payment date through the redemption date, on the first business day following March 8, 2039.

11 unchanged sentences

If Liberty Broadband fails to pay cash dividends on the Liberty Broadband Preferred Stock in full for any four consecutive or non-consecutive dividend periods then the dividend rate shall increase by 2.00 % per annum of the liquidation price until cured.

On December 13, 2022, the Company announced that its board of directors had declared a quarterly cash dividend of approximately $ 0.44 per share of Liberty Broadband Preferred Stock which was paid on January 17, 2023 to shareholders of record of the Liberty Broadband Preferred Stock at the close of business on December 31, 2022.

Liberty Broadband's Series A common stock has one vote per share, Liberty Broadband's Series B common stock has ten votes per share and Liberty Broadband’s Series C common stock has no votes per share (except as otherwise required by applicable law).

On December 13, 2023, the Company announced that its board of directors had declared a quarterly cash dividend of approximately $ 0.44 per share of Liberty Broadband Preferred Stock which was paid on January 16, 2024 to shareholders of record of the Liberty Broadband Preferred Stock at the close of business on January 2, 2024.

Liberty Broadband's Series A common stock (“LBRDA”) has one vote per share, Liberty Broadband's Series B common stock (“LBRDB”) has ten votes per share and Liberty Broadband’s Series C common stock (“LBRDK”) has no votes per share (except as otherwise required by applicable law).

Each share of the Series B common stock is exchangeable at the option of the holder for one share of Series A common stock.

All series of our common stock participate on an equal basis with respect to dividends and distributions.

As of December 31, 2022, Liberty Broadband reserved 4 million shares of Series B and Series C common stock for issuance under exercise privileges of outstanding stock Awards.

As of December 31, 2023, Liberty Broadband reserved 4 million shares of LBRDB and LBRDK common stock for issuance under exercise privileges of outstanding stock Awards.

LIBERTY BROADBAND CORPORATION

2 unchanged sentences

Purchases of Common Stock

During the year ended December 31, 2020, the Company repurchased 4 million shares of Liberty Broadband Series C common stock for aggregate cash consideration of $ 597 million under the authorized repurchase program.

There were no repurchases of Series A or Series B common stock during the year ended December 31, 2020.

During the year ended December 31, 2021, the Company repurchased 26 million shares of Liberty Broadband Series A and Series C common stock for aggregate cash consideration of $ 4.3 billion.

There were no repurchases of Series B common stock during the year ended December 31, 2021.

During the year ended December 31, 2022, the Company repurchased 24.2 million shares of Liberty Broadband Series A and Series C common stock for aggregate cash consideration of $ 2.9 billion.

There were no repurchases of Series B common stock during the year ended December 31, 2022.

During the year ended December 31, 2023, the Company repurchased 3 million shares of LBRDA and LBRDK for aggregate cash consideration of $ 227 million.

There were no repurchases of LBRDB during the year ended December 31, 2023.

During the year ended December 31, 2022, the Company repurchased 24 million shares of LBRDA and LBRDK for aggregate cash consideration of $ 2.9 billion.

There were no repurchases of LBRDB during the year ended December 31, 2022.

During the year ended December 31, 2021, the Company repurchased 26 million shares of LBRDA and LBRDK for aggregate cash consideration of $ 4.3 billion under the authorized repurchase program.

There were no repurchases of LBRDB during the year ended December 31, 2021.

All of the foregoing shares obtained have been retired and returned to the status of authorized and available for issuance.

6 unchanged sentences

The Exchange Agreement provides for exchanges by the Company and Mr.

Malone or the JM Trust of shares of Liberty Broadband Series B common stock for shares of Liberty Broadband Series C common stock in connection with certain events, including (i) any event that would result in a reduction in the outstanding votes that may be cast by holders of the Company’s voting securities or an increase of Mr.

Malone or the JM Trust of shares of LBRDB for shares of LBRDK in connection with certain events, including (i) any event that would result in a reduction in the outstanding votes that may be cast by holders of the Company’s voting securities or an increase of Mr.

Malone’s beneficially-owned voting power in the Company (an “Accretive Event”), in each case, such that Mr.

3 unchanged sentences

Malone’s voting power in the Company falls below the Target Voting Power less 0.5 %.

Additionally, the Exchange Agreement contains certain provisions with respect to fundamental events at the Company, meaning any combination, consolidation, merger, exchange offer, split-off, spin-off, rights offering or dividend, in each case, as a result of which holders of Liberty Broadband Series B common stock are entitled to receive securities of the Company, securities of another person, property or cash, or a combination thereof.

Additionally, the Exchange Agreement contains certain provisions with respect to fundamental events at the Company, meaning any combination, consolidation, merger, exchange offer, split-off, spin-off, rights offering or dividend, in each case, as a result of which holders of LBRDB are entitled to receive securities of the Company, securities of another person, property or cash, or a combination thereof.

In connection with an Accretive Event, Mr.

Malone or the JM Trust will be required to exchange with the Company shares of Liberty Broadband Series B common stock (as exchanged, the “Exchanged Series B Shares”) for an equal number of shares of Liberty Broadband Series C common stock (as exchanged, the “Exchanged Series C Shares”) so as to maintain Mr.

Malone or the JM Trust will be required to exchange with the Company shares of LBRDB (as exchanged, the “Exchanged Series B Shares”) for an equal number of shares of LBRDK (as exchanged, the “Exchanged Series C Shares”) so as to maintain Mr.

Malone’s voting power as close as possible to, without exceeding, the Target Voting Power, on the terms and subject to the conditions of the Exchange Agreement.

In connection with a Dilutive Event, Mr.

Malone and the JM Trust may exchange the Exchanged Series C Shares with the Company for an equal number of shares of Liberty Broadband Series B common stock equal to the lesser of (i) the number of shares of Liberty Broadband Series B common stock which would maintain Mr.

Malone and the JM Trust may exchange the Exchanged Series C Shares with the Company for an equal number of shares of LBRDB equal to the lesser of (i) the number of shares of LBRDB which would maintain Mr.

Malone’s voting power as close as possible to, without exceeding, the Target Voting Power and (ii) the number of Exchanged Series B Shares at such time, on the terms and subject to the conditions of the Exchange Agreement.

Under the Exchange Agreement, the JM Trust exchanged 215,647 shares of LBRDB for the same number of LBRDK on June 13, 2022, and exchanged 211,255 shares of LBRDB for the same number of LBRDK on July 19, 2022.

Additionally, the JM Trust exchanged 54,247 shares of LBRDB for the same number of LBRDK on January 23, 2023.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Under the Exchange Agreement, the JM Trust exchanged 215,647 shares of Liberty Broadband Series B common stock for the same number of Liberty Broadband Series C common stock on June 13, 2022, and exchanged 211,255 shares of Liberty Broadband Series B common stock for the same number of Liberty Broadband Series C common stock on July 19, 2022.

Additionally, subsequent to December 31, 2022, the JM Trust exchanged 54,247 shares of Liberty Broadband Series B common stock for the same number of Liberty Broadband Series C common stock on January 23, 2023.

(11) Stock-Based Compensation

Included in Selling, general and administrative expenses in the accompanying consolidated statements of operations are $ 34 million, $ 37 million and $ 41 million of stock-based compensation during the years ended December 31, 2023, 2022 and 2021, respectively.

Liberty Broadband - Incentive Plans

Liberty Broadband grants, to certain of its directors, employees and employees of its subsidiaries, restricted stock units (“RSUs”) and stock options to purchase shares of its common stock (collectively, "Awards").

Incentive Plans

The Company measures the cost of employee services received in exchange for an equity classified Award (such as stock options and restricted stock) based on the grant-date fair value (“GDFV”) of the Award and recognizes that cost over the period during which the employee is required to provide service (usually the vesting period of the Award).

1 unchanged sentence

Pursuant to the Liberty Broadband 2019 Omnibus Incentive Plan, as amended, the Company may grant Awards to be made in respect of a maximum of 6.0 million shares of Liberty Broadband common stock.

In addition, and in connection with the Combination at the close of business on December 18, 2020 (the “Effective Date”), the number of shares of common stock of GCI Liberty that remained available for issuance immediately prior to the Effective Date of the Combination under the GCI Liberty, Inc.

2018 Omnibus Incentive Plan (“GCI Liberty 2018 Plan”), as amended, were converted to 3.7 million shares of Liberty Broadband common stock and are available for use provided that:

the period during which such shares are available for Awards is not extended beyond the period during which they would have been available under the GCI Liberty 2018 Plan, absent the Combination, and

such Awards are not granted to individuals who were employed by the Company or its subsidiaries immediately prior to the Effective Date.

Awards generally vest over 1 - 5 years and have a term of 7 - 10 years .

Liberty Broadband issues new shares upon exercise of equity awards.

Liberty Broadband – Grants

During the years ended December 31, 2022, 2021 and 2020, Liberty Broadband granted 136 thousand, 167 thousand and 389 thousand options, respectively, to purchase shares of Series C Liberty Broadband common stock (“LBRDK”) to our CEO.

Such options had a weighted average GDFV of $ 39.10 , $ 40.05 and $ 38.23 per share, respectively, at the time they were granted and vested or will vest, as applicable, on December 30, 2022, December 31, 2021 and December 31, 2020, respectively, except that the 2020 grants included one upfront option grant related to the CEO’s employment agreement that vests on December 31, 2024.

See discussion in note 1 regarding the compensation agreement with the Company’s CEO.

During the year ended December 31, 2020, Liberty Broadband granted 2 thousand time-based RSUs of LBRDK to our CEO.

The RSUs had a GDFV of $ 120.71 per share and cliff vested on December 10, 2020.

This RSU grant was issued in lieu of our CEO receiving 50 % of his remaining base salary for the last three quarters of calendar year 2020, and he waived his right to receive the other 50 %, in each case, in light of the ongoing financial impact of COVID-19.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

During the years ended December 31, 2023, 2022 and 2021, Liberty Broadband granted 129 thousand, 136 thousand and 167 thousand options, respectively, to purchase shares of LBRDK to our Chief Executive Officer.

Such options had a weighted average GDFV of $ 27.83 , $ 39.10 and $ 40.05 per share, respectively, at the time they were granted and vested on December 29, 2023, December 30, 2022 and December 31, 2021, respectively.

During the years ended December 31, 2023, 2022 and 2021, Liberty Broadband granted to its employees 407 thousand, 11 thousand and 30 thousand options, respectively, to purchase shares of LBRDK.

Such options had a weighted average GDFV of $ 30.43 , $ 40.61 and $ 41.06 per share, respectively, and vest between t wo and four years .

Such options had a weighted average GDFV of $ 27.68 , $ 30.43 and $ 40.61 per share, respectively, and vest between one and three years .

During the years ended December 31, 2023, 2022 and 2021, Liberty Broadband granted 21 thousand, 24 thousand and 26 thousand options, respectively, to purchase shares of LBRDK to its non-employee directors with a weighted average GDFV of $ 27.73 , $ 30.43 and $ 41.71 per share, respectively, which mainly cliff vest over a one year vesting period.

1 unchanged sentence

The RSUs had a weighted average GDFV of $ 84.02 , $ 120.70 and $ 153.34 per share, respectively.

The time-based RSUs generally vest between one and four years for employees and employees of subsidiaries and in one year for directors.

The performance-based RSUs cliff vest one year from the month of grant, subject to the satisfaction of certain performance objectives.

The time-based RSUs generally vest between one and five years for employees and employees of subsidiaries and in one year for non-employee directors.

The performance-based RSUs mainly cliff vest one year from the month of grant, subject to the satisfaction of certain performance objectives.

Performance objectives, which are subjective, are considered in determining the timing and amount of the compensation expense recognized.

1 unchanged sentence

The probability of satisfying the performance objectives is assessed at the end of each reporting period.

There were no options to purchase shares of Series A Liberty Broadband common stock (“LBRDA”) or Series B Liberty Broadband common stock (“LBRDB”) granted during 2022, 2021 and 2020.

There were no options to purchase shares of LBRDA or LBRDB granted during 2023, 2022 and 2021.

The Company has calculated the GDFV for all of its equity classified awards and any subsequent re-measurement of its liability classified awards using the Black-Scholes Model.

The Company estimates the expected term of the Awards based on historical exercise and forfeiture data.

The Company estimates the expected term of the Awards based on

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

historical exercise and forfeiture data.

For grants made in 2023, 2022 and 2021, the range of expected terms was 5.1 to 5.3 years.

2 unchanged sentences

The Company uses a zero dividend rate and the risk-free rate for Treasury Bonds with a term similar to that of the subject option.

In connection with the Combination, on the Effective Date:

Each outstanding stock option to purchase shares of Series A GCI Liberty common stock (“GLIBA”) or Series B GCI Liberty common stock (“GLIBB” and, together with GLIBA, “GLIBA/B”) was converted to 0.58 of a corresponding stock option to purchase LBRDK or LBRDB (together, “LBRDK/B”), respectively, rounded down to the nearest whole share.

Additionally, the exercise price of the GLIBA/B stock option was divided by 0.58 , with the resulting LBRDK/B exercise price rounded up to the nearest cent.

Except as described above, all other terms and restrictions of the LBRDK/B stock options are the same as the corresponding original GLIBA/B stock options.

Each outstanding GLIBA RSU was converted to 0.58 of a corresponding LBRDK RSU, rounded down to the nearest whole LBRDK RSU.

No cash was paid in lieu of fractional LBRDK RSUs.

All terms of the LBRDK RSUs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBA RSUs.

Each outstanding GLIBA share of restricted stock (“RSA”) was converted to 0.58 of a corresponding LBRDK RSA, rounded down to the nearest whole LBRDK RSA.

Cash was issued in lieu of fractional LBRDK RSAs.

All terms of the LBRDK RSAs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBA RSAs.

Each outstanding GCI Liberty Series A Cumulative Redeemable Preferred Stock (“GLIBP”) RSA was converted into one Liberty Broadband Series A Cumulative Redeemable Preferred Stock (“LBRDP”) RSA.

All terms of the LBRDP RSAs are subject to the same terms and restrictions as those applicable to the corresponding original GLIBP RSAs.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Liberty Broadband – Outstanding Awards

Outstanding Awards

The following table presents the number and weighted average exercise price (“WAEP”) of options to purchase Liberty Broadband common stock granted to certain officers, employees and directors of the Company, as well as the weighted average remaining life and aggregate intrinsic value of the options.

5 unchanged sentences

Exercisable at December 31, 2023

As of December 31, 2022, there were no outstanding LBRDA options to purchase shares of LBRDA common stock.

During the years ended December 31, 2022 and 2021, our CEO exercised 37 thousand and 370 thousand LBRDB options at an exercise price of $ 97.21 per share for each exercise.

As of December 31, 2023, there were no outstanding options to purchase shares of LBRDA common stock.

During the year ended December 31, 2023, Liberty Broadband had 69 thousand LBRDB options with a WAEP of $ 97.21 that were forfeited.

During the years ended December 31, 2022 and 2021, the Company’s Chief Executive Officer exercised 37 thousand and 370 thousand LBRDB options at an exercise price of $ 97.21 per share for each exercise.

Immediately following these exercises, the resulting LBRDB shares were exchanged for the same number of LBRDK shares pursuant to the terms of a stipulation and order where Mr.

1 unchanged sentence

As of December 31, 2023, Liberty Broadband had 246 thousand LBRDB options outstanding and exercisable at a WAEP of $ 95.98 , a weighted average remaining contractual life of 0.7 years and aggregate intrinsic value of zero .

As of December 31, 2022, the total unrecognized compensation cost related to unvested Liberty Broadband Awards was approximately $ 41 million.

As of December 31, 2023, the total unrecognized compensation cost related to unvested Awards was approximately $ 38 million.

Such amount will be recognized in the Company’s consolidated statements of operations over a weighted average period of approximately 1.6 years.

As of December 31, 2022, Liberty Broadband reserved approximately 4 million shares of Series B and Series C common stock for issuance under exercise privileges of outstanding stock options.

Liberty Broadband – Exercises

As of December 31, 2023, Liberty Broadband reserved approximately 4 million shares of LBRDB and LBRDK for issuance under exercise privileges of outstanding stock options.

The aggregate intrinsic value of all options exercised during the years ended December 31, 2023, 2022 and 2021 was $ 1 million, $ 3 million and $ 27 million, respectively.

Liberty Broadband – Restricted Stock and Restricted Stock Units

The aggregate fair value of all LBRDA, LBRDK and LBRDP RSAs and RSUs that vested during the years ended December 31, 2022, 2021 and 2020 was $ 18 million, $ 28 million and $ 5 million, respectively.

As of December 31, 2022, the Company had approximately 306 thousand unvested RSAs and RSUs of LBRDA and LBRDK held by certain directors, officers and employees of the Company with a weighted average GDFV of $ 130.71 per share.

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

Restricted Stock and Restricted Stock Units

The aggregate fair value of all LBRDA and LBRDK RSAs and RSUs that vested during the years ended December 31, 2023, 2022 and 2021 was $ 12 million, $ 18 million and $ 28 million, respectively.

As of December 31, 2023, the Company had approximately 371 thousand unvested RSAs and RSUs of LBRDA and LBRDK held by certain directors, officers and employees of the Company with a weighted average GDFV of $ 101.09 per share.

(12) Employee Benefit Plans

9 unchanged sentences

The lawsuit, which named as defendants Liberty Broadband, Charter and the board of directors of Charter, alleged that the transactions resulted from breaches of fiduciary duty by Charter’s directors and that Liberty Broadband improperly benefited from the challenged transactions at the expense of other Charter stockholders.

In January 2023, and in advance of the expenditure of significant time and costs, the parties reached a tentative agreement to settle the lawsuit.

The settlement is subject to preliminary and final approval by the court and will result in a net payment to Charter as a result of the settlement of the derivative claims by the plaintiffs.

Liberty Broadband expects to pay approximately $ 38 million to Charter as a result of the tentative settlement, which has been accrued as a current liability in the consolidated balance sheet and recorded as a litigation settlement expense within operating income in the consolidated statements of operations.

There can be no assurance that this tentative settlement will be finalized and approved by the court.

Pending finalization of the settlement and in the event the settlement is not finalized and approved by the court, Charter and Liberty Broadband will continue to vigorously defend this lawsuit.

On January 12, 2023, the parties reached a tentative agreement to settle the lawsuit.

The court approved the settlement at a fairness hearing on June 22, 2023 and Liberty Broadband paid approximately $ 38 million to Charter as a result of the settlement, which had been accrued as a current liability in the consolidated balance sheet and recorded as a litigation settlement expense within operating income in the fourth quarter of 2022.

General Litigation

11 unchanged sentences

Malone, the Chairman of the board of directors of Liberty Broadband and, prior to the Combination, GCI Liberty, in their purported capacities as controlling stockholders and directors of GCI Liberty, and the other directors of GCI Liberty, breached their fiduciary duties by approving the Combination.

The complaint also alleged that various prior and current relationships among members of the GCI Liberty special committee, Mr.

Malone and Mr.

Maffei rendered the members of the GCI Liberty special committee not independent.

The complaint sought certification of a class action, declarations that Messrs.

Maffei and Malone and the other directors of GCI Liberty breached their fiduciary duties and the recovery of damages and other relief.

The complaint also alleged that various prior and current relationships among members of the

LIBERTY BROADBAND CORPORATION

1 unchanged sentence

December 31, 2023 , 2022 and 2021

On December 23, 2020, the plaintiffs filed a Second Amended Complaint, which, among other things, included a new count of breach of fiduciary duty against Mr.

Maffei and Mr.

Gregg Engles, the other former member of the GCI Liberty special committee, and new allegations that the price of GCI Liberty was depressed as a result of statements and omissions by Mr.

Maffei in November of 2019.

During the first quarter of 2021, the parties were conducting discovery with the trial scheduled for November 2021.

We believed the lawsuit was without merit.

During March 2021 and in advance of the expenditure of significant time and costs to conduct the depositions proposed to have been taken in this action, the parties began negotiations with the class of plaintiffs for a potential settlement of this action.

On May 5, 2021, the plaintiffs (on behalf of themselves and other members of a proposed settlement class) and defendants entered into an agreement in principle to settle the litigation pursuant to which the parties agreed that the plaintiffs will dismiss their claims with prejudice, with customary releases, in return for a settlement payment of $ 110 million to be paid by Merger LLC (as successor by merger to GCI, Liberty, Inc.) and/or insurers for the defendants and for GCI Liberty, which was recorded as a litigation settlement expense within operating income in the consolidated statements of operations.

During the second half of the year, the Company made a payment of $ 110 million in accordance with the settlement agreement.

On June 17, 2021, the parties filed a Stipulation and Agreement of Settlement, Compromise, and Release.

On June 30, 2021, the Court preliminarily certified, solely for purposes of effectuating the proposed settlement, the action as a non-opt out class action on behalf of a settlement class consisting of all holders of GCI Liberty Series A common stock as of December 18, 2020.

The Court set a settlement hearing for October 5, 2021, to determine whether to permanently certify the class, whether the proposed settlement is fair, reasonable, and adequate to the settlement class, and whether to enter a judgment dismissing the action with prejudice, among other things.

On October 18, 2021, subsequent to that hearing, the Court issued a final order permanently certifying the Class and approving the settlement.

The Court also awarded Plaintiffs’ Counsel $ 22 million in attorneys’ fees, which shall be paid out of the settlement fund.

Plaintiffs also requested that the Court issue an additional fee award, which Defendant opposed, not to be paid out of the settlement fund, in connection with a certain claim that was mooted earlier in the case (a “mootness fee”).

On November 8, 2021, the Court awarded Plaintiffs’ Counsel a $ 9 million mootness fee, which Defendant subsequently paid and recorded as a litigation settlement expense within operating income in the consolidated statements of operations.

GCI Liberty special committee, Mr.

Malone and Mr.

Maffei rendered the members of the GCI Liberty special committee not independent.

During 2021 and in advance of the expenditure of significant time and costs, the parties began negotiations with the class of plaintiffs for a potential settlement of this action and entered into an agreement in principle to settle the litigation in return for a settlement payment of $ 110 million, which was recorded as a litigation settlement expense within operating income in the consolidated statements of operations.

During the second half of 2021, the Company made a payment of $ 110 million in accordance with the settlement agreement and an additional $ 9 million mootness fee, which was also recorded as a litigation expense within operating income in the consolidated statements of operation.

In addition, during the third quarter of 2021, the Company agreed to final settlement amounts with all five of its insurance carriers for insurance recoveries of approximately $ 24 million, which is recorded net of the litigation settlement expense on the consolidated statement of operations.

6 unchanged sentences

FCC Rate Reduction.

In November 2017, the Universal Service Administrative Company requested further information in support of the rural rates charged to a number of GCI Holdings' RHC customers in connection with the funding requests for the year that runs July 1, 2017 through June 30, 2018.

On October 10, 2018, GCI Holdings received a letter from the FCC's Wireline Competition Bureau (“Bureau”) notifying it of the Bureau’s decision to reduce the rural rates charged to RHC customers for the funding year that ended on June 30, 2018 by approximately 26 % resulting in a reduction of total support payments of $ 28 million.

1 unchanged sentence

In response to the Bureau’s letter, GCI Holdings filed an Application for Review with the FCC.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

On October 20, 2020, the Bureau issued two separate letters approving the cost-based rural rates GCI Holdings historically applied when recognizing revenue for services provided to its RHC customers for the funding years that ended on June 30, 2019 and June 30, 2020.

3 unchanged sentences

GCI submitted that information to the Bureau on September 7, 2021.

The Applications for Review remain pending.

On June 25, 2020, GCI Holdings submitted cost studies with respect to a number of its rates for services provided to its RHC customers for the funding year ended June 30, 2021, which require approval by the Bureau.

1 unchanged sentence

On May 24, 2021, the FCC approved the cost studies submitted by GCI Holdings for the funding year ended June 30, 2021.

Subsequently, on August 16, 2021, GCI submitted a request for approval of rates for 17 additional sites, 13 of which the FCC approved on December 22, 2022.

The rest remain pending.

Subsequently, on August 16, 2021, GCI submitted a request for approval of rates for 17 additional sites, all of which the FCC approved.

RHC Program Funding Cap.

The RHC program has a funding cap for each individual funding year that is annually adjusted for inflation, and which the FCC can increase by carrying forward unused funds from prior funding years.

In recent years, including the current year, this funding cap has not limited the amount of funding received by participants;

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

years, including the current year, this funding cap has not limited the amount of funding received by participants;

however, management continues to monitor the funding cap and its potential impact on funding in future years.

1 unchanged sentence

On March 23, 2018, GCI Holdings received a letter of inquiry and request for information from the Enforcement Bureau of the FCC relating to the period beginning January 1, 2015 and including all future periods.

This includes inquiry into the rates charged by GCI Holdings and other aspects related to the Enforcement Bureau’s review of GCI Holdings’ compliance with program rules, which are discussed separately below.

This included inquiry into the rates charged by GCI Holdings and other aspects related to the Enforcement Bureau’s review of GCI Holdings’ compliance with program rules, which are discussed separately below.

The ongoing uncertainty in program funding, as well as the uncertainty associated with the rate review, could have an adverse effect on its business, financial position, results of operations or liquidity.

5 unchanged sentences

On December 17, 2020, GCI Holdings received a Subpoena Duces Tecum from the FCC’s Office of the Inspector General requiring production of documents from January 1, 2009 to the present related to a single RHC customer and related contracts, information regarding GCI Holdings’ determination of rural rates for a single customer, and to provide information regarding persons with knowledge of pricing practices generally.

On April 21, 2021, representatives of the Department of Justice (“DOJ”) informed GCI Holdings that a qui tam action has been filed in the Western District of Washington arising from the subject matter under review by the Enforcement Bureau.

The DOJ is investigating whether GCI Holdings submitted false claims and/or statements in connection with GCI’s participation in the FCC’s RHC Program.

On April 21, 2021, representatives of the Department of Justice (“DOJ”) informed GCI Holdings that a qui tam action had been filed in the Western District of Washington arising from the subject matter under review by the Enforcement Bureau.

The DOJ was investigating whether GCI Holdings submitted false claims and/or statements in connection with GCI’s participation in the FCC’s RHC Program.

On July 14, 2021, the DOJ issued a Civil Investigative Demand with regard to the qui tam action.

The FCC’s Enforcement Bureau and GCI Holdings held discussions regarding GCI Holdings potential RHC Program compliance issues related to certain of its contracts with its RHC customers for which GCI Holdings had previously recognized an estimated liability for a probable loss of approximately $ 12 million in 2019 for contracts that were deemed probable of not

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

complying with the RHC Program rules.

During the year ended December 31, 2022, GCI Holdings recorded an additional estimated settlement expense of $ 15 million relating to a settlement offer made by GCI Holdings resulting in a total estimated liability of $ 27 million.

GCI Holdings also identified certain contracts where additional loss was reasonably possible and such loss could range from zero to $ 30 million, which is a reduction of the reasonably possible loss range as previously disclosed in our December 31, 2021 Form 10-K given the settlement offer made during 2022.

An accrual was not made for the amount of the reasonably possible loss in accordance with the applicable accounting guidance.

GCI Holdings could also be assessed fines and penalties but such amounts could not be reasonably estimated.

The DOJ and GCI Holdings held discussions regarding the qui tam action whereby the DOJ clarified that its investigation relates to the years from 2010 through 2019 and alleged that GCI Holdings had submitted false claims under the RHC Program during this time period.

GCI Holdings continues to work with the DOJ related to this matter and has recorded a $ 14 million estimated settlement expense during the year ended December 31, 2022 to reflect discussions and settlement offers that GCI Holdings made to the DOJ during 2022.

However, the Company is unable to assess the ultimate outcome of this action and is unable to reasonably estimate any range of additional possible loss beyond the $ 14 million estimated settlement liability, including any type of fine or penalty that may ultimately be assessed as permitted under the applicable law.

During the year ended December 31, 2022, GCI Holdings recorded a $ 14 million estimated settlement expense to reflect discussions and settlement offers that GCI Holdings made to the DOJ.

Separately, during the third quarter of 2022, GCI Holdings became aware of possible RHC Program compliance issues relating to potential conflicts of interest identified in the historical competitive bidding process with respect to certain of its contracts with its RHC customers.

1 unchanged sentence

however, the Company is unable to assess the ultimate outcome of the potential compliance issues and is unable to reasonably estimate any range of loss or possible loss.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

On May 10, 2023, GCI entered into a final settlement agreement with both the FCC and the DOJ to resolve all Enforcement Bureau and Related Inquiries discussed above except for the matter that was separately identified during the third quarter of 2022, which continues to remain outstanding.

The settlement with the FCC and the DOJ resulted in a total cash payment of $ 41 million of which $ 27 million was paid to the FCC and $ 14 million was paid to the DOJ in 2023, which had been previously recorded as liabilities.

Additionally, as part of the settlement with the FCC and the DOJ, GCI Holdings withdrew all of its open Applications for Review related to FCC rate reduction matters.

Off-Balance Sheet Arrangements

4 unchanged sentences

In addition, Liberty Broadband reviews nonfinancial measures such as subscriber growth.

For segment reporting purposes, Liberty Broadband defines Adjusted OIBDA as revenue less operating expenses and selling, general and administrative expenses (excluding stock-based compensation and transaction costs).

For segment reporting purposes, Liberty Broadband defines Adjusted OIBDA as revenue less operating expenses and selling, general and administrative expenses (excluding stock-based compensation).

Liberty Broadband believes this measure is an important indicator of the operational strength and performance of its businesses by identifying those items that are not directly a reflection of each business’ performance or indicative of ongoing business trends.

In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between businesses and identify strategies to improve performance.

This measure of performance excludes depreciation and amortization, stock based compensation, transaction costs, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP.

This measure of performance excludes depreciation and amortization, stock based compensation, separately reported litigation settlements and restructuring and impairment charges that are included in the measurement of operating income pursuant to GAAP.

Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, net earnings, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP.

Liberty Broadband generally accounts for intersegment sales and transfers as if the sales or transfers were to third parties, that is, at current prices.

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

For the year ended December 31, 2023, Liberty Broadband has identified the following consolidated company and equity method investment as its reportable segments:

5 unchanged sentences

We have included amounts attributable to Charter in the tables below.

Although Liberty Broadband owns less than 100 % of the outstanding shares of Charter, 100 % of the Charter amounts are included in the schedule below and subsequently eliminated in order to reconcile the account totals to the Liberty Broadband consolidated financial statements.

Although Liberty Broadband owns less than 100 % of the outstanding shares of Charter, 100 % of

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

the Charter amounts are included in the schedule below and subsequently eliminated in order to reconcile the account totals to the Liberty Broadband consolidated financial statements.

Performance Measures

13 unchanged sentences

Consolidated Liberty Broadband

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2022 , 2021 and 2020

Revenue by Geographic Area

3 unchanged sentences

Other countries

LIBERTY BROADBAND CORPORATION

Notes to Consolidated Financial Statements (Continued)

December 31, 2023 , 2022 and 2021

The following table provides a reconciliation of Adjusted OIBDA to Operating income (loss) and earnings (loss) before income taxes:

5 unchanged sentences

Litigation settlement, net of recoveries

Transaction costs

Operating income (loss)

11 unchanged sentences

Principal Accountant Fees and Services

We expect to file our definitive proxy statement for our 2023 Annual Meeting of Shareholders with the Securities and Exchange Commission on or before May 1, 2023.

We expect to file our definitive proxy statement for our 2024 Annual Meeting of Shareholders with the Securities and Exchange Commission on or before April 29, 2024.

Exhibits and Financial Statement Schedules .

12 unchanged sentences

The audited consolidated financial statements of Charter Communications, Inc.

as of December 31, 2022 and 2021, and for each of the years ended December 31, 2022, 2021 and 2020, as well as the accompanying notes thereto and the related Report of Independent Registered Public Accounting Firm, are contained in Charter Communications, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on January 27, 2023 and are incorporated herein by reference as Exhibit 99.1.

as of December 31, 2023 and 2022, and for each of the years ended December 31, 2023, 2022 and 2021, as well as the accompanying notes thereto and the related Report of Independent Registered Public Accounting Firm, are contained in Charter Communications, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 2, 2024 and are incorporated herein by reference as Exhibit 99.1.

(a)(3) Exhibits

1 unchanged sentence

2 - Plan of Acquisition, Reorganization, Arrangement, Liquidation or Succession:

Agreement and Plan of Merger, dated as of August 6, 2020, by and among GCI Liberty, Inc., Liberty Broadband Corporation, Grizzly Merger Sub 1, LLC, and Grizzly Merger Sub 2, Inc.

( incorporated by reference to Annex A to the Prospectus filed by Liberty Broadband Corporation on October 30, 2020 with the SEC pursuant to Rule 424(b)(3) of the Securities Act (File No.

Agreement and Plan of Merger, dated as of August 6, 2020, by and among GCI Liberty, Inc., the Registrant, Grizzly Merger Sub 1, LLC, and Grizzly Merger Sub 2, Inc.

( incorporated by reference to Annex A to the Prospectus filed by the Registrant on October 30, 2020 with the SEC pursuant to Rule 424(b)(3) of the Securities Act (File No.

333-248854) (the “Prospectus”)).

3 - Articles of Incorporation and Bylaws:

Restated Certificate of Incorporation of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on November 10, 2014 (File No.

Restated Certificate of Incorporation of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on November 10, 2014 (File No.

001-36713) ).

Amended and Restated Bylaws of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on August 13, 2015 (File No.

Certificate of Designations of Series A Cumulative Redeemable Preferred Stock of Liberty Broadband Corporation (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed December 22, 2020 (File No.

Amended and Restated Bylaws of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on August 13, 2015 (File No.

Certificate of Designations of Series A Cumulative Redeemable Preferred Stock of the Registrant (incorporated by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed December 22, 2020 (File No.

4 - Instruments Defining the Rights of Securities Holders, including Indentures:

17 unchanged sentences

Form of Amendment No.

6 to Margin Loan Agreement, dated as of November 8, 2022.*

6 to Margin Loan Agreement, dated as of November 8, 2022 (incorporated by reference to Exhibit 4.10 of the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 filed on February 17, 2023 (File No.

Form of Amendment No.

7 to Margin Loan Agreement, dated as of May 17, 2023, among LBC Cheetah 6, LLC, as Borrower, and the other various parties thereto (incorporated by reference to Exhibit 4.1 of the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 filed on August 4, 2023 (File No.

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.8 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2020 filed on February 26, 2021 (File No.

001-36713) (the “2020 Form 10-K”)).

Specimen Certificate for shares of Series A Cumulative Redeemable Preferred Stock of Liberty Broadband Corporation (incorporated by reference to Exhibit 4.3 to Liberty Broadband’s Amendment No.

Specimen Certificate for shares of Series A Cumulative Redeemable Preferred Stock of the Registrant (incorporated by reference to Exhibit 4.3 to the Registrant’s Amendment No.

2 to its Registration Statement on Form S-4 filed on October 29, 2020 (File No.

3 unchanged sentences

Liberty Broadband Corporation 2014 Omnibus Incentive Plan (Amended and Restated as of March 11, 2015) (incorporated by reference to Annex A to the Registrant’s Proxy Statement on Schedule 14A filed on April 22, 2015 (File No.

Liberty Broadband Corporation Transitional Stock Adjustment Plan (incorporated by reference to Exhibit 99.1 to the Registrant's Registration Statement on Form S-8 filed on November 21, 2014 (File No.

333-200436)).

Stockholders Agreement, dated as of March 19, 2013, by and among Charter Communications, Inc.

and Liberty Media Corporation (incorporated by reference to Exhibit 10.1 to Liberty Media Corporation's Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 filed on May 9, 2013 (File No.

Amendment to Stockholders Agreement, dated as of September 29, 2014, by and among Charter Communications, Inc., Liberty Media Corporation and Liberty Broadband Corporation (incorporated by reference to Exhibit 7(d) to Liberty Media Corporation’s Schedule 13D in respect of common stock of Charter Communications, Inc., filed on October 10, 2014 (File No.

Second Amended and Restated Stockholders Agreement, dated May 23, 2015, by and among Charter Communications, Inc., CCH I, LLC, Liberty Broadband Corporation, and Advance/Newhouse Partnership (incorporated by reference to Annex C to CCH I, LLC’s Registration Statement on Form S-4 filed on June 26, 2015 (File No.

Second Amended and Restated Stockholders Agreement, dated May 23, 2015, by and among Charter Communications, Inc., CCH I, LLC, the Registrant, and Advance/Newhouse Partnership (incorporated by reference to Annex C to CCH I, LLC’s Registration Statement on Form S-4 filed on June 26, 2015 (File No.

333-205240)).

Letter Agreement to the Second Amended and Restated Stockholders Agreement, dated May 18, 2016, by and among Liberty Broadband Corporation, Advance/Newhouse Partnership, CCH I, LLC and Charter Communications, Inc.

Letter Agreement to the Second Amended and Restated Stockholders Agreement, dated May 18, 2016, by and among the Registrant, Advance/Newhouse Partnership, CCH I, LLC and Charter Communications, Inc.

(incorporated by reference to Exhibit 7(p) to Amendment No.

3 to Liberty Broadband Corporation’s Schedule 13D in respect of common stock of Charter Communications, Inc., filed on May 26, 2016 (File No.

Aircraft Time Sharing Agreements, dated as of November 6, 2015, by and between Liberty Broadband Corporation and Liberty Media Corporation (incorporated by reference to Exhibit 10.19 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 12, 2016 (File No.

3 to the Registrant’s Schedule 13D in respect of common stock of Charter Communications, Inc., filed on May 26, 2016 (File No.

Aircraft Time Sharing Agreements, dated as of November 6, 2015, by and between the Registrant and Liberty Media Corporation (incorporated by reference to Exhibit 10.19 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed on February 12, 2016 (File No.

001-36713) (the “2015 10-K”)).

1 unchanged sentence

Form of Restricted Stock Award Agreement under the Liberty Broadband Corporation 2014 Omnibus Incentive Plan (Amended and Restated as of March 11, 2015) (incorporated by reference to Exhibit 10.22 to the 2015 10-K).

Registration Rights Agreement, dated as of May 18, 2016, by and among Liberty Broadband Corporation, Advance/Newhouse Partnership and Charter Communications, Inc.

Registration Rights Agreement, dated as of May 18, 2016, by and among the Registrant, Advance/Newhouse Partnership and Charter Communications, Inc.

(incorporated by reference to Exhibit 10.3 to Charter Communications, Inc.’s Current Report on Form 8-K filed on May 20, 2016 (File No.

Amendment, dated March 12, 2018, of certain Liberty Broadband Corporation incentive plans (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 filed on May 2, 2018 (File No.

Amendment, dated March 12, 2018, of certain of the Registrant’s incentive plans (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2018 filed on May 2, 2018 (File No.

Form of Amended and Restated Indemnification Agreement between the Registrant and its executive officers/directors (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2019 filed on May 2, 2019 (File No.

3 unchanged sentences

Form of Performance-Based Restricted Stock Units Award Agreement under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.18 to the 2019 10-K).

Services Agreement, dated as of November 4, 2014, by and between Liberty Media Corporation and Liberty Broadband Corporation (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on November 14, 2014 (File No.

Form of First Amendment to Services Agreement, effective as of December 13, 2019, between Liberty Media Corporation and Qurate Retail, Inc., Liberty Broadband Corporation, GCI Liberty, Inc.

Services Agreement, dated as of November 4, 2014, by and between Liberty Media Corporation and the Registrant (incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K, filed on November 14, 2014 (File No.

Form of First Amendment to Services Agreement, effective as of December 13, 2019, between Liberty Media Corporation and Qurate Retail, Inc., the Registrant, GCI Liberty, Inc.

and Liberty TripAdvisor Holdings, Inc.

2 unchanged sentences

Maffei (incorporated by reference to Exhibit 10.1 to Liberty Media Corporation’s Current Report on Form 8-K, filed on December 19, 2019 (File No.

Form of Annual Option Award Agreement between Liberty Broadband Corporation and Gregory B.

Form of Annual Option Award Agreement between the Registrant and Gregory B.

Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on December 19, 2019 (Filed No.

001-36713) (the “December 2019 8-K”)).

Form of Annual Performance-based Restricted Stock Unit Award Agreement between Liberty Broadband Corporation and Gregory B.

Form of Annual Performance-based Restricted Stock Unit Award Agreement between the Registrant and Gregory B.

Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to the December 2019 8-K).

Form of Upfront Award Agreement between Liberty Broadband Corporation and Gregory B.

Form of Upfront Award Agreement between the Registrant and Gregory B.

Maffei under the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.5 to the December 2019 8-K).

Assumption and Joinder Agreement to Tax Sharing Agreement, made and entered into as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc.

Assumption and Joinder Agreement to Tax Sharing Agreement, made and entered into as of August 6, 2020, by and among the Registrant, GCI Liberty, Inc.

and Qurate Retail, Inc.

4 unchanged sentences

001-38385) (the “March 2018 8-K”)).

Assumption and Joinder Agreement to Indemnification Agreement, made and entered into as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc., Qurate Retail, Inc., Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Annex I to the Prospectus).

Assumption and Joinder Agreement to Indemnification Agreement, made and entered into as of August 6, 2020, by and among the Registrant, GCI Liberty, Inc., Qurate Retail, Inc., Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Annex I to the Prospectus).

Indemnification Agreement, dated as of March 9, 2018, by and among GCI Liberty, Inc., Liberty Interactive Corporation, Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Exhibit 10.2 to the March 2018 8-K).

Assignment and Assumption Agreement, dated as of August 6, 2020, by and among Liberty Broadband Corporation, GCI Liberty, Inc., Grizzly Merger Sub 1, LLC, Qurate Retail, Inc.

Assignment and Assumption Agreement, dated as of August 6, 2020, by and among the Registrant, GCI Liberty, Inc., Grizzly Merger Sub 1, LLC, Qurate Retail, Inc.

and Liberty Interactive LLC (incorporated by reference to Annex J to the Prospectus).

Agreement and Plan of Reorganization, dated as of April 4, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC and General Communication, Inc.

(incorporated by reference to Exhibit 2.1 to GCI Liberty, Inc.’s Current Report on Form 8-K/A filed on May 1, 2017 (File No.

Amendment No.

1 to Reorganization Agreement, dated as of July 19, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC, and General Communication, Inc.

(incorporated by

reference to Exhibit 10.4 to GCI Liberty, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2017 filed on November 2, 2017 (File No.

Amendment No.

2 to Reorganization Agreement, dated as of November 8, 2017, by and among Liberty Interactive Corporation, Liberty Interactive LLC and General Communication, Inc.

(incorporated by reference to Exhibit 10.1 to GCI Liberty, Inc.’s Current Report on Form 8-K filed on November 9, 2017 (File No.

GCI Liberty, Inc.

1 unchanged sentence

333-223667)).

Amendment, dated November 26, 2018, to the Amended and Restated 1986 Stock Option Plan of GCI Liberty, Inc.

(Restated Effective September 26, 2014) (incorporated by reference to Exhibit 10.14 to GCI Liberty, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2018 filed on February 28, 2019 (File No.

GCI Liberty, Inc.

2018 Omnibus Incentive Plan (incorporated by reference to Annex A to GCI Liberty’s Proxy Statement on Schedule 14A filed on May 22, 2018 (File No.

Amendment to The Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 99.7 to Liberty Broadband Corporation’s Registration Statement on Form S-8 filed on December 22, 2020 (File No.

Amendment to the Liberty Broadband Corporation 2019 Omnibus Incentive Plan (incorporated by reference to Exhibit 99.7 to the Registrant’s Registration Statement on Form S-8 filed on December 22, 2020 (File No.

333-251570)).

6 unchanged sentences

Malone, the John C.

Malone 1995 Revocable Trust U/A DTD 3/6/1995 and Liberty Broadband Corporation (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on June 13, 2022 (File No.

Malone 1995 Revocable Trust U/A DTD 3/6/1995 and the Registrant (incorporated by reference to Exhibit 10.1 to the Registrant's Current Report on Form 8-K filed on June 13, 2022 (File No.

Subsidiaries of Liberty Broadband Corporation.*

4 unchanged sentences

Section 1350 Certification.**

Liberty Broadband Corporation Policy for the Recovery of Erroneously Awarded Compensation*

Audited consolidated financial statements of Charter Communications, Inc.

as of December 31, 2023 and 2022 and for each of the years ended December 31, 2023, 2022 and 2021 (incorporated by reference to Charter Communications, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2023 (File No.

001-33664), filed on January 27, 2023).

001-33664), filed on February 2, 2024).

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded with the Inline XBRL document.*

36 unchanged sentences

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.

What changed 10-K

Item 9A. Controls and Procedures