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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 27, 2025
LIBERTY BROADBAND CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
001-36713 |
47-1211994 |
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(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
12300 Liberty Blvd.
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (720) 875-5700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Series A common stock |
LBRDA |
The Nasdaq Stock Market LLC |
Series C common stock |
LBRDK |
The Nasdaq Stock Market LLC |
Series A Cumulative Redeemable preferred stock |
LBRDP |
The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01. Regulation FD Disclosure.
On May 27, 2025, Liberty Broadband Corporation (the “Company”) issued a press release announcing that in connection with the planned spin-off of its GCI business to a new entity called GCI Liberty, Inc. (“GCI Liberty”), the Company will webcast an Investor Conference Call on Tuesday, June 3, 2025, relating to the GCI business with GCI management remarks beginning at 2:00 p.m. ET. During the event, observations may be made regarding the financial performance and outlook of GCI Liberty and the Company, as well as other forward looking matters.
The disclosure in Item 7.01 of this Current Report on Form 8-K and the press release attached hereto as Exhibit 99.1 are being furnished to the Securities and Exchange Commission in satisfaction of the public disclosure requirements of Regulation FD and shall not be deemed "filed" for any purpose.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. |
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Description |
99.1 |
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104 |
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Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 29, 2025
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LIBERTY BROADBAND CORPORATION |
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By: |
/s/ Wade Haufschild |
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Name: Wade Haufschild |
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Title: Senior Vice President |
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Exhibit 99.1
May 27, 2025
Liberty Broadband Corporation Announces GCI Liberty Investor Conference Call
ENGLEWOOD, Colo.--(BUSINESS WIRE)-- Liberty Broadband Corporation (“Liberty Broadband”) (Nasdaq: LBRDA, LBRDK, LBRDP) announced that, in connection with the planned spin-off of its GCI business to a new entity called GCI Liberty, Inc. (“GCI Liberty”), Liberty Broadband will webcast an Investor Conference Call on Tuesday, June 3, 2025, relating to the GCI business with GCI management remarks beginning at 2:00 p.m. ET. Following prepared remarks, the company will host a Q&A session with Ron Duncan, who will serve as President and CEO of GCI Liberty, and John Malone, who will serve as Chairman of the Board of GCI Liberty. During the event, observations may be made regarding the financial performance and outlook of GCI Liberty and Liberty Broadband, as well as other forward looking matters. The spin-off of GCI Liberty is expected to occur in summer 2025.
Stockholders will be able to submit questions in advance of the Q&A session. To submit a question, please email investor@libertybroadband.com with the subject “GCI Liberty Investor Question” by 5:00 p.m. ET on Friday, May 30, 2025.
The event will be broadcast live via the Internet. All interested persons should visit the Liberty Broadband Corporation website at https://www.libertybroadband.com/investors/news-events/ir-calendar to register for the webcast. An archive of the webcast will also be available on the Liberty Broadband website after appropriate filings have been made with the SEC.
About Liberty Broadband Corporation
Liberty Broadband Corporation (Nasdaq: LBRDA, LBRDK, LBRDP) operates and owns interests in a broad range of communications businesses. Liberty Broadband’s principal assets consist of its interest in Charter Communications and its subsidiary GCI. GCI provides data, mobile, voice and managed services to consumer, business, government and carrier customers throughout Alaska, serving more than 200 communities. The company has invested $4.7 billion in its Alaska network and facilities over the past 45 years. Through a combination of ambitious network initiatives, GCI continues to expand and strengthen its statewide network infrastructure to deliver the best possible connectivity to its customers and close the digital divide in Alaska.
Cautionary Note Regarding Forward-Looking Statements
This communication includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including certain statements relating to the transaction described herein, including the proposed timing thereof. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws. These forward-looking statements generally can be identified by phrases such as “possible,” “potential,” “intends” or “expects” or other words or phrases of similar import or future or conditional verbs such as “will,” “may,” “might,” “should,” “would,” “could,” or similar variations. These forward-looking statements involve many risks and uncertainties that could cause actual results and the timing of events to differ materially from those expressed or implied by such statements, including, without limitation, the satisfaction of conditions to the transactions.
These forward-looking statements speak only as of the date of this communication, and Liberty Broadband expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Liberty Broadband’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of Liberty Broadband and GCI Liberty, including the registration statement relating to the spin-off of GCI Liberty, and Liberty Broadband’s most recent Forms 10-K and 10-Q, as such risk factors may be amended, supplemented or superseded from time to time by other reports Liberty Broadband or GCI Liberty subsequently files with the SEC, for additional information about Liberty Broadband, GCI Liberty and about the risks and uncertainties related to Liberty Broadband’s and GCI Liberty’s businesses that may affect the statements made in this communication.
Liberty Broadband Corporation
Shane Kleinstein, 720-875-5432
Source: Liberty Broadband Corporation