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BCS

Current Report · Items 1.01, 2.01, 9.01 · 8-K

Liberty Global Ltd.

Entry into a Material Definitive Agreement · Completion of Acquisition or Disposition of Assets

Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT Shareholders’ Agreement The information provided in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 1.01.…

Filed Aug 6, 2026Accepted Aug 6, 2026, 4:20 PM EDTCIK 1570585Accession 0001570585-26-000125
Share

Company context

Liberty Global Ltd. (Nasdaq: LBTYA, LBTYB, LBTYK) delivers long-term shareholder value through the strategic management of two complementary platforms: Liberty Telecom and Liberty Growth. Liberty Telecom is a world leader in converged broadband, video and mobile communications, providing approximately 80 million fixed and mobile connections across Europe through advanced fiber and 5G networks that empower customers and strengthen national economies. The business generates aggregate revenue of $22 billion, including approximately $13 billion from the nonconsolidated VMO2 joint venture and $9 billion* from consolidated operations.

Current securities

Recent company filings

  1. Results of Operations and Financial Condition · Regulation FD DisclosureNov 3, 2026
  2. 10-Q filingNov 3, 2026
  3. Regulation FD DisclosureOct 28, 2026
  4. SCHEDULE 13G - filed by BlackRock, Inc. regarding Liberty Global Ltd.Oct 27, 2026
  5. SCHEDULE 13G/A - filed by ACR Alpine Capital Research, LLC regarding Liberty Global Ltd.Oct 19, 2026

Registered securities in this filing

Liberty Global Ltd. · 8-K · Filed 2026-08-06

As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.

Class A common shares

Symbol
LBTYA
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: c-2

Dimensions: us-gaap:StatementClassOfStockAxis

Class B common shares

Symbol
LBTYB
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: c-3

Dimensions: us-gaap:StatementClassOfStockAxis

Class C common shares

Symbol
LBTYK
Exchange
NASDAQ
Classification
COMMON
Status
Current
Filing context

Context: c-4

Dimensions: us-gaap:StatementClassOfStockAxis

Accession 000157058526000125 · 3 registered-security cover members

Read the exact SEC filing ↗

Disclosure sections

Items 1.01, 2.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT Shareholders’ Agreement The information provided in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 1.01. On July 31, 2026, in connection with the completion of the Transaction, the Company, a subsidiary of Liberty Global, Liberty Global Broadband I Limited and Vodafone entered into a shareholders’ agreement relating to the Company (the “Shareholders’ Agreement”), pursuant to which the parties established the Company’s post-Closing governance framework and addressed related shareholder rights and obligations, including those summarized below. The Shareholders’ Agreement provides that, if the Spin Transaction has not occurred eighteen months following the effective date of the Transaction, Vodafone will be entitled to appoint one director to the Company’s supervisory board. The Shareholders’ Agreement also provides Vodafone with minority investor protections, including consent rights over related party transactions and certain actions of the Company affecting Vodafone’s rights or economic interests and information rights, and the right to require the Company to make certain distributions if specified conditions are met. In addition, the Shareholders’ Agreement contains customary restrictions on transfers of Company shares, including a pre-listing lock-in period applicable to certain transfers, rights of first offer, tag-along and drag-along rights, and provisions relating to sales, listings and winding up of the Company. The foregoing description of the Shareholders’ Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Shareholders’ Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.01Item 2.01 - Completion of Acquisition
Item 2.01 COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS The information provided in the Introductory Note of this Current Report on Form 8-K is incorporated by reference into this Item 2.01. The aggregate consideration payable to the Vodafone Sellers under the Sale and Purchase Agreement consisted of: • €1.0 billion in cash, subject to customary locked-box adjustments for leakage; and • the issuance by the Company to Vodafone at Closing of Class B ordinary shares representing 10% of the issued share capital of the Company. Following completion of the Transaction, the Company owns 100% of the issued share capital of the VodafoneZiggo group, and Vodafone holds a minority equity interest in the Company. In connection with the completion of the Transaction, the existing shareholders’ agreement governing VodafoneZiggo was terminated. In addition, the Company and its shareholders entered into the Shareholders’ Agreement described under Item 1.01 above. Certain agreements, including new and continuing service agreements, between VodafoneZiggo, Vodafone and Liberty Global have been put in place further to the terms agreed in the context of the Transaction, and the Company group is furthermore expected to enter into certain services agreements with entities of the Liberty Global group. The foregoing description of the Sale and Purchase Agreement and the Transaction does not purport to be complete and is qualified in its entirety by reference to the full text of the Sale and Purchase Agreement, which was filed as Exhibit 10.1 to Liberty Global’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 24, 2026 and is incorporated herein by reference. Forward-Looking Statements This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding the Spin Transaction, the listing of the Ziggo Group shares for trading on the Euronext Amsterdam stock exchange (“Euronext”) and other information and statements that are not historical fact. These forward-looking statements are subject to certain risks and uncertainties, some of which are beyond our control, that could cause actual results to differ materially from those expressed or implied by these statements. Such risks and uncertainties include the risk that we do not receive shareholder approval for the Spin Transaction and/or related matters, our ability to satisfy the other conditions to the Spin Transaction on the expected timeframe or at all, the approval of the shares of Ziggo Group for listing on Euronext and the development of a trading market for them, the Liberty Global Board of Directors’ discretion to decide not to complete the Spin Transaction for any reason, our ability to realize the expected benefits from the Spin Transaction, unanticipated difficulties or costs in connection with the Spin Transaction, Ziggo Group’s ability to successfully operate as an independent public company and maintain its relationships with material counterparties after the Spin Transaction and other factors detailed from time to time in our filings with the Securities and Exchange Commission, including those discussed in the “Risk Factors” section of Liberty Global’s most recent Annual Report on Form 10-K and in Liberty Global’s other filings with the SEC. These forward-looking statements speak only as of the date hereof. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. You are cautioned not to place undue reliance on any forward-looking statement.

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