QVC Group, Inc. — Director's Dealing 2021

Dec 14, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Qurate Retail, Inc. (QRTEA)
CIK: 0001355096
Period of Report: 2021-12-10

Reporting Person: MAFFEI GREGORY B (Director, Chairman of the Board, 10% Owner)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy) - QRTEA	$3.9800	2026-12-15	Series A Common Stock (4422819.0000)	4422819.0000	Direct
Stock Option (right to buy) - QRTEA	$8.8400	2027-12-10	Series A Common Stock (1309581.0000)	1309581.0000	Direct
Stock Option (right to buy) - QRTEA	$12.5000	2024-12-26	Series A Common Stock (411804.0000)	411804.0000	Direct
Stock Option (right to buy) - QRTEB	$8.7600	2026-03-06	Series B Common Stock (46671.0000)	46671.0000	Direct
Stock Option (right to buy) - QRTEB	$11.5900	2024-05-11	Series B Common Stock (315980.0000)	315980.0000	Direct
Stock Option (right to buy) - QRTEB	$12.2000	2023-03-29	Series B Common Stock (1498287.0000)	1498287.0000	Direct
Stock Option (right to buy) - QRTEB	$13.4900	2025-03-05	Series B Common Stock (360087.0000)	360087.0000	Direct

Footnotes

F1: On November 4, 2021, the Issuer announced that its board of directors declared a special cash dividend in the amount of $1.25 per common share payable on November 22, 2021, to all holders of record of the Issuer's common stock at the close of business on November 15, 2021 (the "Dividend"). This stock option award was previously reported as an option relating to 3,772,871 shares of the Issuer's Series A common stock at an exercise price of $4.65 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended ("Rule 16b-3").

F2: This stock option award was previously reported as an option relating to 1,190,529 shares of the Issuer's Series A common stock at an exercise price of $10.34 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

F3: This stock option award was previously reported as an option relating to 352,707 shares of the Issuer's Series A common stock at an exercise price of $14.62 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

F4: The derivative security is fully vested.

F5: This stock option award was previously reported as an option relating to 46,671 shares of the Issuer's Series B common stock at an exercise price of $10.25 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

F6: This stock option award was previously reported as an option relating to 270,434 shares of the Issuer's Series B common stock at an exercise price of $13.56 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

F7: This stock option award was previously reported as an option relating to 1,283,187 shares of the Issuer's Series B common stock at an exercise price of $14.27 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

F8: This stock option award was previously reported as an option relating to 308,183 shares of the Issuer's Series B common stock at an exercise price of $15.78 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all common stock options held by the reporting person were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.