Liberty Global plc (NASDAQ:LBTYA) Files An 8-K Submission of Matters to a Vote of Security Holders

Liberty Global plc (NASDAQ:LBTYA) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

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On June 12, 2018, Liberty Global plc (Liberty Global) held its annual general meeting of shareholders. We had nearly 90% of our outstanding shares entitled to vote present at the meeting (either in person or by proxy). At the meeting, ten matters were considered and acted upon. Each resolution was resoundingly approved by our shareholders.

1.

To elect Michael T. Fries as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2021.

2.

To elect Paul A. Gould as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2021.

3.

To elect John C. Malone as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2021.

4.

To elect Larry E. Romrell as a director of Liberty Global for a term expiring at the annual general meeting to be held in 2021.

5.

To approve, on an advisory basis, the annual report on the implementation of the directors' compensation policy for the year ended December 31, 2017, contained in Appendix A of the proxy statement for the 2018 annual general meeting of shareholders (in accordance with requirements applicable to U.K. companies).

6.

To ratify the appointment of KPMG LLP (U.S.) as Liberty Global’s independent auditor for the year ending December 31, 2018.

7.

To appoint KPMG LLP (U.K.) as Liberty Global’s U.K. statutory auditor under the U.K. Companies Act 2006 (to hold office until the conclusion of the next annual general meeting at which accounts are laid before Liberty Global).

8.

To authorize the audit committee of Liberty Global’s board of directors to determine the U.K. statutory auditor’s compensation.

9.

To approve the form agreements and counterparties to which Liberty Global may conduct the purchase of its ordinary shares in the capital of Liberty Global and authorize all or any of Liberty Global’s directors and senior officers to enter into, complete and make purchases of ordinary shares in the capital of Liberty Global to the form of agreements and with any of the approved counterparties, which approvals will expire on the fifth anniversary of the 2018 annual general meeting of shareholders.

10.

To approve the form of agreement and counterparty to which Liberty Global may conduct the purchase of its deferred shares in the capital of Liberty Global and authorize all or any of Liberty Global’s directors and senior officers to enter into, complete and make a purchase of deferred shares in the capital of Liberty Global to the form of agreement.

The number of votes cast for and against, as well as the number of abstentions and broker non-votes as to each such resolution, are set forth below.

Resolutions 1, 2, 3 and 4 – Election of Directors Proposals received 90%, 85%, 84% and 78% approval, respectively:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

Michael T. Fries

254,979,873

26,548,928

1,437,487

11,225,093

Paul A. Gould

240,292,266

41,488,983

1,185,039

11,225,093

John C. Malone

237,272,920

39,547,712

6,145,656

11,225,093

Larry E. Romrell

219,922,237

61,858,567

1,185,484

11,225,093

Resolution 5 – Approval of the Annual Report on the Implementation of the Directors’ Compensation Policy received 76% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

213,897,776

66,178,444

2,890,068

11,225,093

Resolution 6 – Ratification of KPMG LLP (U.S.) as Liberty Global’s Independent Auditor received 99% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

291,914,915

733,732

1,542,734

Resolution 7 – Appointment of KPMG LLP (U.K.) as Liberty Global’s U.K. Statutory Auditor received 99% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

291,916,356

747,202

1,527,823

Resolution 8 – Authorization of the Audit Committee to determine the U.K. statutory auditor’s compensation received 99% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

281,576,024

343,354

1,046,910

11,225,093

Resolution 9 – Authorization of the purchase of ordinary shares in the capital of Liberty Global received 99% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

280,499,998

1,304,960

1,161,330

11,225,093

Resolution 10 – Authorization of the purchase of deferred shares in the capital of Liberty Global received 99% approval:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

281,588,389

214,525

1,163,374

11,225,093

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