Liberty Capital (GLIBA) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 11, 2026, with voting on key proposals and director elections.

• GCI Liberty completed a spin-off from Liberty Broadband in July 2025 and reported a record financial year with $1 billion in revenue and 12% OIBDA growth.

• The company emphasizes essential service delivery in Alaska, prudent capital stewardship, and long-term value creation.

Voting matters and shareholder proposals

• Shareholders will vote on six proposals: election of two directors, ratification of KPMG LLP as auditor, say-on-pay, say-on-frequency (3 years recommended), an amendment waiving jury trials for internal actions, and potential adjournment.

• The board unanimously recommends approval of all proposals and the 3-year frequency for say-on-pay.

• Only holders of Series A and B GCI Group common stock may vote; Series C and preferred stockholders are non-voting except as required by law.

Board of directors and corporate governance

• The board consists of six directors in three classes, with 67% independence and a diverse range of expertise in telecommunications, finance, and media.

• Board leadership is separated between the Chairman and CEO roles.

• Committees include audit, compensation, executive, and nominating/governance, all chaired by independent directors.

• The board uses a classified structure for continuity and long-term focus.

• Stockholders can communicate directly with the board and nominate directors under specified procedures.