Statement of Changes in Beneficial Ownership (4)
20 September 2022 - 8:10AM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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DIAS FIONA P |
2. Issuer Name and Ticker or Trading Symbol
Qurate Retail, Inc.
[
QRTEA
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
12300 LIBERTY BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/15/2022 |
(Street)
ENGLEWOOD, CO 80112
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Dividend Equivalent Rights - QRTEA | (1) | 9/15/2022 | | A | | 200.0000 | | (2) | (3) | Series A Common Stock | 200.0000 | $0.0000 | 5416.0000 | D | |
Explanation of Responses: |
(1) | On August 15, 2022, the Issuer announced that an authorized committee of its board of directors declared a quarterly cash dividend in the amount of $2.00 per share of its 8.0% Series A Cumulative Redeemable Preferred Stock ("Preferred Stock") payable on September 15, 2022 to stockholders of record of the Preferred Stock at the close of business on August 31, 2022 (the "Dividend"). The equivalent rights accrued on restricted stock units with respect to the Issuer's Preferred Stock ("Original RSUs") held by the reporting person as a result of the Dividend and are subject to the same terms and conditions (including vesting and expiration) as the Original RSUs to which they relate. Each dividend equivalent right entitles the reporting person to receive one share of the Issuer's Series A Common Stock. The grant of dividend equivalent rights was approved by the Issuer's board of directors pursuant to Rule 16b-3 of the Securities Exchange Act of 1934, as amended. |
(2) | Each dividend equivalent right vests upon the reporting person's termination of service to the Issuer's board of directors. |
(3) | Each dividend equivalent right expires upon the reporting person's termination of service to the Issuer's board of directors. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
DIAS FIONA P 12300 LIBERTY BOULEVARD ENGLEWOOD, CO 80112 | X |
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Signatures
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/s/ Brittany A. Uthoff as Attorney-in-Fact for Fiona P. Dias | | 9/19/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | 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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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. |
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