Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 9)*
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LIBERTY TRIPADVISOR HOLDINGS, INC. (Name of Issuer) |
Series A Common Stock, par value $.01 per share (Title of Class of Securities) |
531465102 (CUSIP Number) |
Gregory B. Maffei c/o Liberty TripAdvisor Holdings, Inc., 12300 Liberty Boulevard Englewood, CO, 80112 (720) 875-5200 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
04/29/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 531465102 |
| 1 |
Name of reporting person
Gregory B. Maffei | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
OO | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
0 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
This amendment relates to two classes of common stock, the Series A common stock, par value $.01 per share (the "Series A Common Stock"), of Liberty TripAdvisor Holdings, Inc. (the "Issuer") and the Series B common stock, par value $.01 per share (the "Series B Common Stock"), of the Issuer. Because the reporting system only permits the Reporting Person to enter information with respect to one class of securities per filing on Schedule 13D, this amendment is being filed on two separate Schedules 13D, one referring to the CUSIP for the Series A Common Stock (531465102) and a second referring to the CUSIP for the Series B Common Stock (531465201). The two filings are otherwise identical.
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Series A Common Stock, par value $.01 per share | |
| (b) | Name of Issuer:
LIBERTY TRIPADVISOR HOLDINGS, INC. | |
| (c) | Address of Issuer's Principal Executive Offices:
12300 LIBERTY BLVD, ENGLEWOOD,
COLORADO
, 80112. | |
Item 1 Comment:
This statement on Schedule 13D relates to the Series A common stock, par value $0.01 per share (the "Series A Common Stock"), and Series B common stock, par value $0.01 per share (the "Series B Common Stock," and, together with the Series A Common Stock, the "Common Stock"), of Liberty TripAdvisor Holdings, Inc. (the "Issuer"). The statement on Schedule 13D originally filed with the Securities and Exchange Commission (the "SEC") by the Reporting Person, Mr. Gregory B. Maffei ("Mr. Maffei" or the "Reporting Person"), on December 31, 2014, as amended by Amendment No. 1 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on September 17, 2019, Amendment No. 2 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on October 25, 2019, Amendment No. 3 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on March 18, 2020, Amendment No. 4 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on December 21, 2020, Amendment No. 5 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on June 2, 2023, Amendment No. 6 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on February 12, 2024, Amendment No. 7 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on May 8, 2024 and Amendment No. 8 to the Statement on Schedule 13D filed by Mr. Maffei with the SEC on December 20, 2024 (collectively, the "Schedule 13D"), is hereby amended and supplemented to include the information set forth herein. This amended statement on Schedule 13D (the "Amendment") constitutes Amendment No. 9 to the Schedule 13D (the Schedule 13D, as amended by the Amendment, collectively, the "Statement"). This Amendment is the final amendment to the Schedule 13D and an exit filing for the Reporting Person. Capitalized terms not defined herein have the meanings given to such terms in the Schedule 13D. Except as set forth herein, the Schedule 13D is unmodified. | ||
| Item 4. | Purpose of Transaction | |
The information contained in Item 4 of the Schedule 13D is hereby amended to delete the last four paragraphs thereof and supplemented to include the following information: On April 29, 2025, the Combination closed pursuant to the terms of the Merger Agreement and, as a result of the Combination, Mr. Maffei no longer owns any shares of Common Stock. | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | As described in Item 4 hereof, Mr. Maffei does not own any shares of Common Stock. | |
| (b) | As described in Item 4 hereof, Mr. Maffei does not own any shares of Common Stock. | |
| (c) | Other than as disclosed in this Amendment, Mr. Maffei has not effected any transactions with respect to the Common Stock during the 60 days preceding the date hereof. | |
| (d) | Not applicable. | |
| (e) | On April 29, 2025, Mr. Maffei ceased to be the beneficial owner of five percent or more of the outstanding shares of Common Stock. | |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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