Form: 8-K

Current report

November 5, 2025

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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): November 3, 2025

 

GCI LIBERTY, INC.

(Exact name of registrant as specified in its charter)

 

Nevada 001-42742 36-5128842

(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) 875-5900

 

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 Name of each exchange on which registered 
Series A GCI Group Common Stock GLIBA The Nasdaq Stock Market LLC
Series C GCI Group Common Stock GLIBK 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 x

 

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. x

 

 

 

 

 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On November 3, 2025, Jedd Gould was appointed to the board of directors (the “Board”) of GCI Liberty, Inc. (“GCI Liberty”), effective as of November 10, 2025. Following Mr. Gould’s appointment, GCI Liberty will have a total of 6 directors, divided among three classes, with Mr. Gould serving as a Class I director with a term expiring at the annual meeting of stockholders in 2026.

 

For Mr. Gould’s service as a director during 2025, he will receive a prorated director fee (which fee on an annualized basis is $250,000) that will be payable in cash. Thereafter, Mr. Gould will receive the same compensation as GCI Liberty’s other nonemployee directors, which compensation is summarized in GCI Liberty’s registration statement on Form S-1, dated November 5, 2025, which was filed with the Securities and Exchange Commission on November 5, 2025.

 

There were no arrangements or understandings between Mr. Gould and any other person pursuant to which Mr. Gould was selected as a member of the Board. Mr. Gould has no direct or indirect material interest in any related party transaction required to be disclosed under Item 404(a) of Regulation S-K.

 

 

 

 

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: November 5, 2025

 

  GCI LIBERTY, INC.
 
  By: /s/ Brittany A. Uthoff
  Name: Brittany A. Uthoff
  Title: Vice President and Assistant Secretary