SEC Form 3
| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 06/11/2019 | 3. Issuer Name and Ticker or Trading Symbol Liberty Global plc [ LBTY ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. If Amendment, Date of Original Filed (Month/Day/Year) | ||||||||||||||
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
|---|---|---|---|
| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Ordinary Shares | 34,495 | D | |
| Class C Ordinary Shares | 95,727 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Restricted Share Units A | (1) | (1) | Class A Ordinary Shares | 12,460 | (2) | D | |
| Restricted Share Units A | (3) | (3) | Class A Ordinary Shares | 2,481 | (2) | D | |
| Restricted Share Units C | (1) | (1) | Class C Ordinary Shares | 24,921 | (2) | D | |
| Restricted Share Units C | (3) | (3) | Class C Ordinary Shares | 4,962 | (2) | D | |
| Share Appreciation Rights A | (4) | 05/01/2020 | Class A Ordinary Shares | 13,444 | 29.45 | D | |
| Share Appreciation Rights A | (4) | 06/24/2020 | Class A Ordinary Shares | 65,647 | 27.71 | D | |
| Share Appreciation Rights A | (4) | 05/01/2021 | Class A Ordinary Shares | 23,535 | 32.37 | D | |
| Share Appreciation Rights A | (4) | 05/01/2022 | Class A Ordinary Shares | 18,328 | 42.01 | D | |
| Share Appreciation Rights A | (5) | 05/01/2023 | Class A Ordinary Shares | 30,272 | 32.81 | D | |
| Share Appreciation Rights A | (6) | 05/01/2024 | Class A Ordinary Shares | 28,480 | 35.69 | D | |
| Share Appreciation Rights A | (7) | 05/01/2025 | Class A Ordinary Shares | 52,287 | 29.88 | D | |
| Share Appreciation Rights A | (8) | 04/01/2029 | Class A Ordinary Shares | 63,221 | 24.9 | D | |
| Share Appreciation Rights C | (4) | 05/01/2020 | Class C Ordinary Shares | 26,769 | 27.13 | D | |
| Share Appreciation Rights C | (4) | 05/01/2020 | Class C Ordinary Shares | 13,381 | 29.05 | D | |
| Share Appreciation Rights C | (4) | 06/24/2020 | Class C Ordinary Shares | 130,674 | 25.84 | D | |
| Share Appreciation Rights C | (4) | 06/24/2020 | Class C Ordinary Shares | 65,369 | 27.34 | D | |
| Share Appreciation Rights C | (4) | 05/01/2021 | Class C Ordinary Shares | 46,831 | 30.81 | D | |
| Share Appreciation Rights C | (4) | 05/01/2022 | Class C Ordinary Shares | 36,955 | 40.52 | D | |
| Share Appreciation Rights C | (5) | 05/01/2023 | Class C Ordinary Shares | 60,544 | 31.65 | D | |
| Share Appreciation Rights C | (6) | 05/01/2024 | Class C Ordinary Shares | 56,960 | 34.8 | D | |
| Share Appreciation Rights C | (7) | 05/01/2025 | Class C Ordinary Shares | 104,574 | 28.94 | D | |
| Share Appreciation Rights C | (8) | 04/01/2029 | Class C Ordinary Shares | 126,442 | 24.15 | D | |
| Explanation of Responses: |
| 1. The Restricted Share Units vests on October 1, 2019. |
| 2. Each Restricted Share Unit represents a right to receive one share of Issuer's Class A ordinary shares or Class C ordinary shares, as the case may be. |
| 3. The Issuer's annual performance award program includes a shareholder incentive program that allows participants, including the Reporting Person, to receive up to 100% of their annual performance awards in ordinary shares of the Issuer in lieu of cash; thereby, aligning our employees' interests and our shareholders. The Reporting Person elected to receive such ordinary shares in respect of his 2018 annual performance award (the Bonus Shares). Based on the Reporting Person's share election, the Reporting Person also received RSUs equal to 12.5% of the Bonus Shares pursuant to the shareholder incentive program of the 2018 annual performance award program. These RSUs will vest in full on March 1, 2020, provided that the Reporting Person does not sell, transfer or otherwise dispose of the Bonus Shares through such date. |
| 4. The SARs are immediately exercisable. |
| 5. The SARs provide for vesting of 12.5% of the shares on November 1, 2016, and the remaining shares in 14 equal quarterly installments commencing February 1, 2017. |
| 6. The SARs provide for vesting of 12.5% of the shares on November 1, 2017, and the remaining shares in 14 equal quarterly installments commencing February 1, 2018. |
| 7. The SARs provide for vesting of 12.5% of the shares on November 1, 2018, and the remaining shares in 14 equal quarterly installments commencing February 1, 2019. |
| 8. The SARs provide for vesting of 12.5% of the shares on November 1, 2019, and the remaining shares in 14 equal quarterly installments commencing February 1, 2020. |
| Remarks: |
| The trading symbols for the Issuer's classes of ordinary shares are LBTYA, LBTYB, and LBTYK. |
| /s/ Andrea Salvato | 06/20/2019 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||