LBRDK Filings — Liberty Broadband Corporation - FilingSpy
LBRDK
Liberty Broadband Corporation
A holding company whose chief asset is a large ownership stake in Charter Communications, the cable and broadband operator serving millions of American homes under the Spectrum brand. It began in 2014 when media mogul John Malone spun communications assets out of his Liberty Media empire. In 2025 it spun off its Alaska telecom GCI and agreed to be absorbed by Charter in an all-stock deal, folding back into the business it was built around.
Liberty Broadband completes merger with Charter, becoming an indirect wholly owned subsidiary
Each share of Liberty Broadband common stock was converted into 0.236 of a share of Charter Class A common stock, with cash for fractional shares.
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On August 19, 2026, Liberty Broadband merged with a Charter subsidiary, with Liberty Broadband surviving and then merging into another Charter subsidiary.
Each share of Liberty Broadband Series A Cumulative Redeemable Preferred Stock was converted into one share of Charter's equivalent preferred stock.
Liberty Broadband requested delisting of its shares from Nasdaq and termination of its SEC reporting obligations.
Liberty Broadband repaid $919 million under its margin loan agreement and discharged a $359.1 million loan from Charter.
1.02 Termination of a Material Definitive Agreement · 2.01 Completion of Acquisition or Disposition of Assets · 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing · 3.03 Material Modification to Rights of Security Holders · 5.01 Changes in Control of Registrant · 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 9.01 Financial Statements and Exhibits
Liberty Broadband to hold quarterly Q&A call on Aug 6, 2026, after Liberty Capital's earnings call
Liberty Broadband Corporation announced a quarterly Q&A session for shareholders and analysts on Thursday, August 6, 2026, at 11:15 a.m. E.T.
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The Q&A will follow the prepared remarks on Liberty Capital Corporation's second quarter earnings conference call.
Management may discuss financial performance, outlook, and other forward-looking matters for both Liberty Broadband and Liberty Capital.
Participants can call +1 (877) 407-3944 or +1 (412) 902-0038 with confirmation code 13756847, or join a webcast via Liberty Broadband's investor relations site.
The report was furnished under Item 7.01 (Regulation FD) and is not deemed 'filed' for SEC purposes.
7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Liberty Broadband declares quarterly cash dividend on Series A preferred stock
The dividend is payable on July 15, 2026 to holders of record at the close of business on June 30, 2026.
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On May 15, 2026, Liberty Broadband Corporation's board declared a quarterly cash dividend of $0.43750001 per share on its Series A Cumulative Redeemable Preferred Stock.
The press release announcing the dividend was furnished as Exhibit 99.1 to the Form 8-K.
The disclosure was made under Item 7.01 Regulation FD and is not deemed filed for SEC purposes.
Liberty Broadband's principal asset is its interest in Charter Communications.
7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Liberty Broadband borrows ~$359M from Charter under new loan agreement
On May 12, 2026, Liberty Broadband and Charter entered into a loan agreement providing for a series of term loans, with an initial borrowing of approximately $359 million.
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The loan bears interest at Term SOFR plus 2.00% and matures six months after the Merger Agreement's Drop Dead Date or termination, whichever is earlier.
Proceeds from the initial borrowing and Charter's repurchases of Liberty Broadband shares were used to repay $617 million of margin loan debt.
On May 14, 2026, a Liberty Broadband subsidiary obtained a limited waiver from lenders under its margin loan agreement, waiving certain adjustment rights until six months after the waiver's effective date or termination of the Merger Agreement.
The loan is guaranteed by certain Liberty Broadband subsidiaries and secured by their equity interests.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Liberty Broadband shareholders re-elect three directors and ratify KPMG as auditor at May 11, 2026 annual meeting.
At the May 11, 2026 annual meeting, shareholders re-elected John C. Malone, Gregg L. Engles, and John E. Welsh III as Class III directors to serve until the 2029 annual meeting.
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Malone received 14,022,329 votes for and 923,473 withheld; Engles received 11,458,521 for and 3,487,281 withheld; Welsh received 9,079,885 for and 5,865,917 withheld.
Each director election had 5,103,935 broker non-votes.
Shareholders ratified KPMG LLP as independent auditors for fiscal year ending December 31, 2026, with 19,875,951 votes for, 74,821 against, and 98,965 abstentions.
The report was filed under Item 5.07 to disclose the results of the stockholder votes.
5.07 Submission of Matters to a Vote of Security Holders
Liberty Broadband to hold Q&A call on May 7, 2026 after GCI Liberty earnings
Liberty Broadband Corporation announced a quarterly Q&A session for shareholders and analysts following GCI Liberty, Inc.'s first quarter earnings call.
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The conference call is scheduled for Thursday, May 7, 2026, at 11:15 a.m. E.T.
Management may discuss financial performance, outlook, and other forward-looking matters for both companies.
Participants can join by phone at +1 (877) 407-3944 or +1 (412) 902-0038 with confirmation code 13756845, or via webcast on Liberty Broadband's investor relations site.
The disclosure was furnished under Item 7.01 Regulation FD and is not deemed 'filed' for SEC purposes.
7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits
Liberty Broadband, Charter, and A/N amend monthly share repurchase terms under merger agreement
On March 5, 2026, Liberty Broadband, Charter Communications, and Advance/Newhouse Partnership entered into a letter agreement amending the Stockholders and Letter Agreement Amendment related to the pending merger.
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The amendment changes the measurement period for certain liquidity calculations to run from one Monthly Determination Date to the next, instead of the prior 30-day period.
For the repurchase period ending March 31, 2026, the repurchase notice must be delivered by March 31, 2026, and the repurchase date will be April 2, 2026.
The underlying merger agreement, dated November 12, 2024, provides for Charter subsidiaries to merge with Liberty Broadband, with Liberty Broadband becoming a wholly owned subsidiary of Charter.
The letter agreement is filed as Exhibit 10.1 to the Form 8-K.
1.01 Entry into a Material Definitive Agreement · 9.01 Financial Statements and Exhibits