Liberty Global Ltd. — Director's Dealing 2014

Aug 29, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Liberty Global plc (LBTY)
CIK: 0001570585
Period of Report: 2014-08-28

Reporting Person: FRIES MICHAEL T (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-06	Class C Ordinary Shares	G	100000	$42.80	Disposed	945009	Direct
2014-08-28	Class A Ordinary Shares	M	73809	$9.87	Acquired	418562	Direct
2014-08-28	Class C Ordinary Shares	M	147617	$9.30	Acquired	1092626	Direct
2014-08-28	Class C Ordinary Shares	M	73808	$9.77	Acquired	1166434	Direct
2014-08-28	Class A Ordinary Shares	S	73809	$44.0992	Disposed	344753	Direct
2014-08-28	Class C Ordinary Shares	S	221425	$42.5932	Disposed	945009	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-08-28	Stock Option A (right to buy)	$9.87	M	73809	Disposed	2014-11-24	Class A Ordinary Shares (73809)	Direct
2014-08-28	Stock Option C (right to buy)	$9.30	M	147617	Disposed	2014-11-24	Class C Ordinary Shares (147617)	Direct
2014-08-28	Stock Option C (right to buy)	$9.77	M	73808	Disposed	2014-11-24	Class C Ordinary Shares (73808)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class C Ordinary Shares	13063	Indirect
Class A Ordinary Shares	1977	Indirect

Footnotes

F1: On March 3, 2014, the Issuer distributed Class C ordinary shares as a dividend at the rate of one Class C ordinary share for each ordinary share outstanding as of February 14, 2014. As a result, pursuant to the anti-dilution provisions of the applicable incentive plan of the Issuer, a Class A option previously reported as an option for 147,617 shares at an exercise price of $19.64 per share was adjusted to reflect the dividend.

F2: Since the date of the reporting person's last ownership report, he transferred to his ex-spouse pursuant to a domestic relations order the following securities of the Issuer: (1) 288,106 Class A ordinary shares and 873,456 Class C ordinary shares; (2) 50% of his options to purchase Class A ordinary shares and Class C ordinary shares; (3) 50% of his restricted share units for Class A ordinary shares and Class C ordinary shares; and (4) 50% of his stock appreciation rights based Class A ordinary shares and Class C ordinary shares.

F3: On March 3, 2014, the Issuer distributed Class C ordinary shares as a dividend at the rate of one Class C ordinary share for each ordinary share outstanding as of February 14, 2014. As a result, pursuant to the anti-dilution provisions of the applicable incentive plan of the Issuer, a Class C option previously reported as an option for 147,617 shares at an exercise price of $18.60 per share was adjusted to reflect the dividend.

F4: On March 3, 2014, the Issuer distributed Class C ordinary shares as a dividend at the rate of one Class C ordinary share for each ordinary share outstanding as of February 14, 2014. As a result, pursuant to the anti-dilution provisions of the applicable incentive plan of the Issuer, a Class A option was adjusted for the dividend by allocating the exercise price of the original Class A option between an option based on Class A ordinary shares and an option based on Class C ordinary shares.

F5: The price reflects a weighted average of sales made at prices ranging from $44.015 to $44.315. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

F6: The price reflects a weighted average of sales made at prices ranging from $42.465 to $42.885. The Reporting Person undertakes to provide upon request by the staff of the Securities and Exchange Commission, the Issuer, or a security holder of the Issuer, information regarding the number of shares sold at each separate price.

F7: The option is immediately exercisable.