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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Appreciation Right (LINTA) (1) | $ 6.87 (2) | 03/02/2007 | M | 71,472 (2) | (2) | 05/14/2007 | Series A Common Stock (1) | 71,472 (2) | $ 0 | 0 | D | ||||
Stock Appreciation Right (LINTA) (1) | $ 7.72 (4) | 03/02/2007 | M | 14,267 (4) | (4) | 07/23/2007 | Series A Common Stock (1) | 14,267 (3) | $ 0 | 0 | D | ||||
Stock Appreciation Right (LCAPA) (1) | $ 30.26 (2) | 03/02/2007 | M | 14,294 (2) | (2) | 05/14/2007 | Series A Common Stock (1) | 14,294 (2) | $ 0 | 0 | D | ||||
Stock Appreciation Right (LCAPA) (1) | $ 34 (4) | 03/02/2007 | M | 2,853 (4) | (4) | 07/23/2007 | Series A Common Stock (1) | 2,853 (3) | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
ROMRELL LARRY E 12300 LIBERTY BLVD. ENGLEWOOD, CO 80112 |
X |
/s/ Larry E. Romrell | 03/06/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Issuer effected a restructuring on May 9, 2006, (the "Liberty Restructuring") in which the Issuer's Series A common stock ("Old Liberty Stock") originally underlying the Stock Appreciation Rights (SARs) was exchanged for two newly created tracking stocks, the Liberty Interactive Series A common stock and Liberty Capital Series A common stock (the "New Liberty Stocks"). The SARs reported reflect adjustment for the Liberty Restructuring. |
(2) | The SAR was previously reported as covering 280,800 shares of Old Liberty Stock at an exercise price of $3.36 per share, but was adjusted (i) effective as of December 2, 2002, in connection with the Issuer's 2002 rights offering and (ii) effective as of August 23, 2004, in connection with the rights offering by Liberty Media International, Inc. ("LMI") following its spin off from the Issuer on June 7, 2004 (the "LMI Spin Off"). The exercise price reported also reflects adjustment to the exercise price as a result of the Liberty Restructuring. The SAR became exercisable as to 20% of the total number of shares on each May 14, beginning May 14, 1998. |
(3) | The method used for calculating the fair market value of the New Liberty Stocks for purpose of these SARs was adjusted in connection with (i) the LMI Spin Off; (ii) the distribution of Series C common stock by Liberty Global, Inc. ("LGI") on September 6, 2005, following the merger of LMI and UnitedGlobalCom, Inc. into LGI on June 15, 2005; (iii) the spin off of Discovery Holding Company from the Issuer on July 21, 2005, and (iv) the Liberty Restructuring in order to take in the economic effect of those transactions. |
(4) | The SAR was previously reported as covering 56,160 shares of Old Liberty Stock at an exercise price of $3.76 per share, but was adjusted (i) effective as of December 2, 2002, in connection with the Issuer's 2002 rights offering and (ii) effective as of August 23, 2004, in connection with the rights offering by LMI following the LMI Spin Off. The exercise price reported also reflects adjustment to the exercise price as a result of the Liberty Restructuring . The SAR became exercisable as to 20% of the total number of shares on each July 23, beginning July 23, 1998. |
Remarks: The trading symbols for the Liberty Interactive Series A and Series B common stock are LINTA and LINTB, respectively, and for the Liberty Capital Series A and Series B common stock are LCAPA and LCAPB, respectively. |