Liberty Global Ltd. — Director's Dealing 2018

Jan 3, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Liberty Global plc (LBTY)
CIK: 0001570585
Period of Report: 2017-12-29

Reporting Person: Green Richard R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-12-29	LiLAC Class A	D	137	—	Disposed	970	Direct
2017-12-29	LiLAC Class C	D	419	—	Disposed	2149	Direct
2017-12-29	Liberty Global Class A	A	77	—	Acquired	6580	Direct
2017-12-29	Liberty Global Class C	A	246	—	Acquired	15275	Direct
2017-12-29	LiLAC Class A	J	970	—	Disposed	0	Direct
2017-12-29	LiLAC Class C	J	2149	—	Disposed	0	Direct
2018-01-01	Liberty Global Class A	M	163	$35.84	Acquired	6743	Direct
2018-01-01	Liberty Global Class C	M	492	$33.84	Acquired	15767	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-12-29	Liberty Global Class A Share Fund Units	$	A	121	Acquired		Liberty Global Class A (121.0)	Direct
2017-12-29	Liberty Global Class C Share Fund Units	$	A	356	Acquired		Liberty Global Class C (356.0)	Direct
2017-12-29	LiLAC Class A Share Fund Units	$	D	268	Disposed		LiLAC Class A (268.0)	Direct
2017-12-29	LiLAC Class C Share Fund Units	$	D	762	Disposed		LiLAC Class C (762.0)	Direct
2017-12-29	Liberty Global Restricted Share Units A	$	A	29	Acquired		Liberty Global Class A (29.0)	Direct
2017-12-29	Liberty Global Restricted Share Units C	$	A	91	Acquired		Liberty Global Class C (91.0)	Direct
2018-01-01	Liberty Global Restricted Share Units A	$	M	163	Disposed		Liberty Global Class A (163.0)	Direct
2018-01-01	Liberty Global Restricted Share Units C	$	M	492	Disposed		Liberty Global Class C (492.0)	Direct

Footnotes

F1: Represents shares underlying Restricted Share Units disposed of as a result of the adjustments described in this footnote. In connection with the completion of the Split-Off (as described in the Remarks section), all Restricted Share Units held by the reporting person and for which the reporting person elected to defer receipt of the underlying shares with respect to the Issuer's LiLAC ordinary shares (each, a "Pre-Split LiLAC RSU") were converted under the Deferred Compensation Plan, such that the reporting person (i) disposed of the Pre-Split LiLAC RSU and (ii) received a Restricted Share Unit relating to shares of the corresponding class of the Issuer's Liberty Global ordinary shares. This Restricted Share Unit will vest in accordance with the Deferred Compensation Plan. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F2: Includes Restricted Share Units granted as a result of the adjustments described in footnote 1 and approved by the Issuer's Board pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended. The reporting person has elected to defer receipt of the underlying Liberty Global ordinary shares until the Restricted Share Units vest in accordance with the Deferred Compensation Plan.

F3: Pursuant to the Split-Off (as described in the Remarks section), all of the outstanding ordinary shares of Liberty Global plc's (the "Issuer") Class A LiLAC ordinary shares, Class B LiLAC ordinary shares and Class C LiLAC ordinary shares were redesignated as deferred shares (with virtually no economic rights) and those deferred shares were transferred for no consideration to a third-party designee. The Split-Off was exempt pursuant to Rule 16b-7 under the Securities Exchange Act of 1934, as amended.

F4: This share fund unit was granted as a result of the adjustments described in this footnote. In connection with the completion of the Split-Off, all share fund units held by the reporting person with respect to the Issuer's LiLAC ordinary shares (each, a "Pre-Split LiLAC Unit") were converted under the Deferred Compensation Plan, such that the reporting person (i) disposed of the Pre-Split LiLAC Unit and (ii) received a share fund unit relating to shares of the corresponding class of the Issuer's Liberty Global ordinary shares. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F5: The share fund units represent the economic equivalent of one share of the corresponding class of the Issuer's ordinary shares. The share fund units confer no voting or other rights of stock ownership. The share fund units will be payable, in shares of the corresponding class of the Issuer's ordinary shares, in accordance with the Deferred Compensation Plan.

F6: The share fund units represent the deferral of shares for a portion of the fees paid to the Reporting Person for his services as a director. The number of share fund units acquired was based on the closing prices of the Issuer's applicable class of ordinary shares on the respective grant date of such share fund units, with the value of any fractional shares deferred in cash.

F7: This share fund unit was disposed of as a result of the adjustments described in this footnote. In connection with the completion of the Split-Off, all Pre-Split LiLAC Units were converted under the Deferred Compensation Plan, such that the reporting person (i) disposed of the Pre-Split LiLAC Unit and (ii) received a share fund unit relating to shares of the corresponding class of the Issuer's Liberty Global ordinary shares. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F8: This Restricted Share Unit was granted as a result of the adjustments described in this footnote. In connection with the completion of the Split-Off, all Restricted Share Units held by the reporting person with respect to the Issuer's LiLAC ordinary shares (each, a "Pre-Split LiLAC RSU") were converted under the Deferred Compensation Plan, such that the reporting person (i) disposed of the Pre-Split LiLAC RSU and (ii) received a Restricted Share Unit relating to shares of the corresponding class of the Issuer's Liberty Global ordinary shares. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.

F9: Each Restricted Share Unit represents a right to receive one share of Issuer's Liberty Global Class A ordinary shares, Liberty Global Class C ordinary shares, LiLAC Class A ordinary shares or LiLAC Class C ordinary shares, as the case may be.

F10: Each Restricted Share Unit represents the economic equivalent of one share of Liberty Global Class A or Liberty Global Class C ordinary share, as the case may be. The Restricted Share Units confer no voting or other rights of share ownership. The Restricted Share Units become payable in a series of five substantially equal annual installments beginning on January 1, 2015, subject to certain other payment events.

F11: The Restricted Share Units represent the deferral of shares for a portion of the fees paid to the Reporting Person for his services as a director. The number of Restricted Share Units acquired was based on the closing prices of the Issuer's applicable class of ordinary shares on the respective grant dates of such Restricted Share Units , with the value of any fractional shares deferred in cash.