UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): June 25, 2015
Liberty Global plc
(Exact Name of Registrant as Specified in Charter)
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| England and Wales | | 001-35961 | | 98-1112770 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification #) |
38 Hans Crescent, London, England
SW1X 0LZ
(Address of Principal Executive Office)
+44.20.7190.6449 or 303.220.6600
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 25, 2015, Liberty Global plc (Liberty Global) held its annual general meeting of shareholders. At the annual general meeting, eight matters were considered and acted upon:
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| 1. | To elect Michael T. Fries as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2018. |
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| 2. | To elect Paul A. Gould as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2018. |
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| 3. | To elect John C. Malone as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2018. |
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| 4. | To elect Larry E. Romrell as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2018. |
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| 5. | To approve, on an advisory basis, the annual report on the implementation of the directors' compensation policy for the year ended December 31 2014, contained in Appendix A of the proxy statement for the 2015 annual general meeting of shareholders. |
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| 6. | To ratify the appointment of KPMG LLP (U.S.) as Liberty Global’s independent auditor for the year ending December 31, 2015. |
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| 7. | To appoint KPMG LLP (U.K.) as Liberty Global’s U.K. statutory auditor under the U.K. Companies Act 2006 (to hold office until the conclusion of the next annual general meeting at which accounts are laid before Liberty Global). |
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| 8. | To authorize the audit committee of Liberty Global’s board of directors to determine the U.K. statutory auditor’s compensation. |
Each of the resolutions 1-8 were adopted. The number of votes cast for and against, as well as the number of abstentions and broker non-votes as to each such resolution, are set forth below.
Resolutions 1, 2, 3 and 4 - Election of Directors Proposal:
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| | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| Michael T. Fries | 306,364,189 | 708,519 | 386,329 | 15,910,243 |
| Paul A. Gould | 306,275,896 | 791,237 | 391,904 | 15,910,243 |
| John C. Malone | 266,435,054 | 38,951,318 | 2,073,041 | 15,909,867 |
| Larry E. Romrell | 237,374,039 | 47,660,572 | 22,424,802 | 15,909,867 |
Resolution 5 - Approval of the Annual Report on the Implementation of the Directors’ Compensation Policy:
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| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| 176,387,612 | 130,260,574 | 810,842 | 15,910,252 |
Resolution 6 - Ratification of KPMG LLP (U.S.) as Liberty Global’s Independent Auditor:
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| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| 322,539,118 | 116,706 | 713,079 | — |
Resolution 7 - Appointment of KPMG LLP (U.K.) as Liberty Global’s U.K. Statutory Auditor:
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| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| 322,538,184 | 116,480 | 714,240 | — |
Resolution 8 - Authorization of the Audit Committee to determine the U.K. statutory auditor’s compensation:
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| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
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| 322,800,882 | 120,259 | 447,763 | — |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | LIBERTY GLOBAL PLC |
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| | By: | /s/ LEONARD P. STEGMAN |
| | | Leonard P. Stegman |
| | | Managing Director |
Date: June 30, 2015
