0001712184false00017121842024-05-212024-05-210001712184us-gaap:CommonClassAMember2024-05-212024-05-210001712184us-gaap:CommonClassCMember2024-05-212024-05-21

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
 
CURRENT REPORT 
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported): May 21, 2024
 
LIBERTY LATIN AMERICA LTD.
(Exact Name of Registrant as Specified in Charter)
 
Bermuda 001-38335 98-1386359
(State or other jurisdiction
of incorporation)		 (Commission File Number) (IRS Employer
Identification #)
Clarendon House,
2 Church Street,
Hamilton HM 11, Bermuda
(Address of Principal Executive Office) 
(303) 925-6000
(Registrant’s telephone number, including area code)

 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolsName of Each Exchange on Which Registered
Class A Common Shares, par value $0.01 per shareLILAThe NASDAQ Stock Market LLC
Class C Common Shares, par value $0.01 per shareLILAKThe NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐ 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 5.07    Submission of Matters to a Vote of Security Holders

On May 21, 2024, Liberty Latin America Ltd. (the “Company”) held its Annual General Meeting of Shareholders. At the Annual General Meeting, shareholders of the Company considered and acted upon four proposals:

1. To elect Charles H.R. Bracken, Balan Nair and Eric L. Zinterhofer to serve as Class I members of the board of directors of the Company (the “Board”) until the 2027 Annual General Meeting of Shareholders or their earlier resignation or removal.

2. To appoint KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, and to authorize the Board, acting by the audit committee, to determine the independent auditors remuneration (the “Auditors Appointment Proposal”).

3. To approve, on an advisory basis, the compensation of the Company’s named executive officers as described in the Company’s definitive proxy statement for the 2024 Annual General Meeting of Shareholders under the heading “Executive Officers and Directors Compensation” (the “Say-on-Pay Proposal”).

4. To approve, on an advisory basis, the frequency at which future say-on-pay votes will be held (the “Say-on-Frequency Proposal”).

The vote results detailed below represent the final results as certified by the Inspector of Elections. The number of votes cast for, as well as the number of votes cast against or withheld, the number of abstentions and broker non-votes as to each such proposal, are set forth below.

Proposal 1 - Election of the Following Nominees to the Company’s Board of Directors:


FOR

WITHHELD
BROKER NON- VOTES
Charles H.R. Bracken31,492,82713,300,4085,050,817
Balan Nair37,634,7317,426,9674,782,354
Eric L. Zinterhofer32,268,93712,524,2985,050,817

Accordingly, the foregoing nominees were re-elected to the Board.

Proposal 2 - Approval of the Auditors Appointment Proposal:

FORAGAINSTABSTENTIONSBROKER NON-VOTES
49,709,759109,83224,462—
Accordingly, the Auditors Appointment Proposal was approved.

Proposal 3 - Approval of the Say-On-Pay Proposal:

FORAGAINSTABSTENTIONSBROKER NON-VOTES
41,872,4133,167,29032,4164,771,933
Accordingly, the Say-On-Pay Proposal was approved.

Proposal 4 - Approval of the Say-On-Frequency Proposal:
1 YEAR2 YEARS3 YEARSABSTENTIONSBROKER NON-VOTES
15,567,73032,69129,461,7659,9344,771,932
Accordingly, the Company has decided that the frequency at which future say-on-pay votes will be held is every three years until the next required advisory vote on the frequency of the Company’s say-on-pay votes.



Item 9.01    Financial Statements and Exhibits

(d)        Exhibits.

Exhibit No.Exhibit Name
101.SCHXBRL Inline Taxonomy Extension Schema Document.
101.DEFXBRL Inline Taxonomy Extension Definition Linkbase.
101.LABXBRL Inline Taxonomy Extension Label Linkbase Document.
101.PREXBRL Inline Taxonomy Extension Presentation Linkbase Document.
104Cover Page Interactive Data File.* (formatted as Inline XBRL and contained in Exhibit 101)


SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 LIBERTY LATIN AMERICA LTD.
  
 By:/s/ JOHN M. WINTER
 John M. Winter
Senior Vice President, Chief Legal Officer & Secretary
 
Date: May 23, 2024

v3.24.1.1.u2
Document and Entity Information
May 21, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date May 21, 2024
Entity Registrant Name LIBERTY LATIN AMERICA LTD.
Entity Central Index Key 0001712184
Amendment Flag false
Entity Incorporation, State or Country Code D0
Entity File Number 001-38335
Entity Tax Identification Number 98-1386359
Entity Address, Address Line One Clarendon House
Entity Address, Address Line Two 2 Church Street
Entity Address, City or Town Hamilton
Entity Address, Postal Zip Code HM 11
Entity Address, Country BM
City Area Code 303
Local Phone Number 925-6000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Class A  
Entity Information [Line Items]  
Title of 12(b) Security Class A Common Shares, par value $0.01 per share
Trading Symbol LILA
Security Exchange Name NASDAQ
Class C  
Entity Information [Line Items]  
Title of 12(b) Security Class C Common Shares, par value $0.01 per share
Trading Symbol LILAK
Security Exchange Name NASDAQ
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