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Corporate ActionMay 12, 2026, 04:39 PM

Liberty Media Reincorporates to Nevada, Ends Tracking Stock

AI Summary

Liberty Media Corporation has completed its reincorporation from Delaware to Nevada, effective May 12, 2026, following stockholder approval on May 11, 2026. This change means the company's affairs are now governed by Nevada law and its new articles of incorporation and bylaws. A significant outcome of this reincorporation is the elimination of the tracking stock structure for its Series A, B, and C Liberty Formula One common stock, with existing shares converting to corresponding Nevada corporation shares. The reincorporation did not alter the company's headquarters, business, management, assets, liabilities, or net worth, apart from associated costs.

Key Highlights

  • Stockholders approved reincorporation from Delaware to Nevada on May 11, 2026.
  • Reincorporation became effective on May 12, 2026, at 4:02 p.m. Eastern Time.
  • Liberty Media's state of incorporation changed from Delaware to Nevada.
  • The company's affairs are now governed by Nevada laws, articles of incorporation, and bylaws.
  • The tracking stock structure for Series A, B, and C Liberty Formula One common stock was eliminated.
  • Each outstanding share of FWONA, FWONB, and FWONK automatically converted into corresponding Nevada corporation shares (FWONA-NV, FWONB-NV, FWONK-NV) on a 1:1 basis.
  • Equity awards (options, RSUs) converted to corresponding FWON-NV awards with unchanged terms.
  • Shares will continue to trade under existing symbols: FWONA and FWONK on Nasdaq, FWONB on OTC markets.