John C. Malone filed Amendment No. 11 to Schedule 13D with the SEC on November 5, 2026, disclosing that he ceased to be the beneficial owner of more than five percent of Liberty Media Corporation's Series B common stock as of November 4, 2026.

Key Highlights

  • Full exit reported: According to the filing, Malone's beneficial ownership of Series B common stock is now 0 shares, constituting 0% of outstanding shares.
  • Shares transferred: The Malone Holders transferred an aggregate of 2,316,537 shares of Series B common stock to Liberty Media Corporation in the Exchange.
  • Shares received in exchange: The Issuer issued to the Malone Holders an aggregate of 602,302 shares of Series A common stock and 5,420,699 shares of Series C common stock.
  • Adjustment Shares issued: Following the Exchange, Liberty Media issued an additional 12,298 shares of Series A common stock and 63,378 shares of Series C common stock to the John C. Malone 1995 Revocable Trust.
  • Series B shares cancelled: The filing states the Series B common stock transferred to the Issuer in the Exchange "were cancelled and retired."
  • Existing agreement terminated: The Existing Exchange Agreement dated July 28, 2021, was terminated by mutual written consent effective at the closing of the Transactions.

John C. Malone Disposes of All Series B Common Stock in Liberty Media Exchange

According to the Schedule 13D Amendment No. 11, on November 4, 2026, Liberty Media Corporation entered into a new Exchange Agreement with John C. Malone and certain related entities referred to as the Malone Holders. Under that agreement, the Malone Holders transferred 2,316,537 shares of Series B common stock, par value $0.01 per share, to the Issuer. In return, the Issuer issued 602,302 shares of Series A common stock and 5,420,699 shares of Series C common stock, each with a par value of $0.01 per share. The filing states that the transferred Series B shares "were cancelled and retired."

The filing further discloses that immediately following the Exchange, the John C. Malone 1995 Revocable Trust received an additional 12,298 shares of Series A common stock and 63,378 shares of Series C common stock, described as "Adjustment Shares" relating to 47,297 shares of Series C common stock held by the trust that were exchangeable into Series B common stock under a prior arrangement. The filing states those 47,297 Series C shares "remain outstanding and were retained by the JM Revocable Trust."

The filing also notes that the Existing Exchange Agreement, originally dated July 28, 2021, which had included provisions limiting Malone's aggregate voting power in the Issuer to no more than 49% plus 0.5% under certain circumstances, "was terminated by mutual written consent" effective at the closing of the Transactions. As a background detail, the filing notes that on May 12, 2026, Liberty Media converted from a Delaware corporation to a Nevada corporation, at which point each share of Series B Liberty Formula One common stock automatically converted into one share of Series B common stock.

What Was Disclosed

This Amendment No. 11 to Schedule 13D discloses that John C. Malone disposed of all Series B common stock of Liberty Media Corporation he beneficially owned through a November 4, 2026 Exchange Agreement, leaving him with 0 shares and 0% beneficial ownership of that class.