Item 5.04. Temporary Suspension of Trading Under Registrant's Employee Benefit
Plans.
On January 30, 2023, Qurate Retail, Inc. (the "Company" or "we") delivered to
its executive officers and directors (collectively, the "Covered Persons") a
notice under Rule 104(b)(2)(i) of Regulation BTR, pursuant to which the Company
has imposed a "blackout" period in accordance with Section 306(a) of the
Sarbanes-Oxley Act of 2002 ("SOX") and Regulation BTR promulgated by the
Securities and Exchange Commission.
Because a blackout period has been imposed under the Liberty Media 401(k)
Savings Plan (the "Plan"), in which the Corporation is an adopting employer,
beginning on March 6, 2023 at 4:00 p.m., ET, and ending on or about March 13,
2023, we are imposing a SOX blackout period beginning on March 6, 2023 at 4:00
p.m., ET, and ending on or about March 13, 2023. We will advise the Covered
Persons when the SOX blackout period ends, if earlier or later than the
specified date and time. The blackout period under the Plan is needed in
connection with the removal of the Company's Series A common stock ("QRTEA") and
8% Series A Cumulative Redeemable Preferred Stock ("QRTEP") as investment
options under the Plan and liquidation of the Plan's shares of QRTEA and QRTEP.
While the SOX blackout period is in effect, the Covered Persons (and their
immediate family members who share their residence) are prohibited from,
directly or indirectly, engaging in any purchase, sale, transfer, acquisition,
or disposition of any equity securities of the Company relating to QRTEA, the
Company's Series B common stock and QRTEP, including any options or other
derivative securities with respect to any of these stocks, subject to limited
exclusions and exemptions from this rule.
The Company received notice of the Plan blackouts required by the Employment
Retirement Income Security Act of 1974 on January 30, 2023, and provided the SOX
blackout notice to the Covered Persons on the same day.
If the Covered Persons have any questions pertaining to the notice or the SOX
blackout period, they were directed to contact Kate Jewell or Brittany Uthoff in
the Legal Department of the Company by telephone at 720-875-5300 or by mail at
12300 Liberty Boulevard, Englewood, CO 80112.
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