Liberty Media Corporation (FWONA) — Reincorporation detail

Announcement

2026-03-09

First SEC disclosure

Meeting / Vote

2026-05-11

COMPLETED

Effective

2026-05-12

Legal effective date

Market Cap

$20.5B

At announcement

Why this firm matters

Mid-to-large-cap firm ($20.5B) with sufficient market depth for reliable event-study identification.

Controller & ownership

DE FACTO CONTROLLERParent Controller Individual

John C. Malone (via Liberty Live tracking-stock structure) holds approximately 48.9% of voting power. Although holding less than 50% voting power, exercises effective control via tracking-stock corporate structure.

Source: Liberty Media 8/31/2025 disclosure — Malone retains ~48.9% voting power in Liberty Live common stock (and ~49.5% in Formula One common stock); transitioned to Chairman Emeritus 2026-01-01; Maffei stepped down as CEO end-2024

Vote outcome — reincorporation proposal

Approval standard: majority of aggregate voting power of Series A common stock (FWONA, 1 vote/share) and Series B common stock (FWONB, 10 votes/share) outstanding as of March 23, 2026 record date (DGCL §266 conversion). Meeting type: annual.

For

33,617,617

Against

9,887,048

Abstain

49,745

77.19% approval (For ÷ aggregate voting power outstanding (Class A 1-vote + Class B 10-votes; Class K non-voting))

Event-study abnormal returns — announcement window

Returns around the announcement date.

Event date: 2026-03-09 · Estimation window: trailing 240 days; 240 valid after NaN drop

Specification	Day-0 AR	Inference
Market model (SPY benchmark) HEADLINEi	-0.25%	Patell-z p-value = 0.861

Event-study abnormal returns — vote window

Returns around the shareholder-vote (or written-consent) date.

No vote-window CARs available for this firm yet.

Long-run abnormal returns & pooled estimates

Buy-and-hold abnormal returns (1 / 3 / 6 / 12 months) and calendar-time portfolio alpha (CTE) post-effective.

No long-run / pooled estimates available for this firm yet — run phase5z_compute_longrun.py on Windows to populate (requires effective date ≥ 3 months ago).

Cohort-level robustness battery

Heckman selection-corrected ATE · Romano-Wolf step-down + BH FDR · pooled BHAR. This firm's reading is shown in context of the full cohort.

Heckman two-step selection correction (controlled-vs-widely-held)

Cohort ATE = +0.94% (SE = 7.06%, n = 2395) after correcting for controller-status selection (inverse Mills ratio = -0.062).

Romano-Wolf step-down + Benjamini-Hochberg FDR (n = 47)

This firm: raw p = 0.861, Romano-Wolf adjusted p = 1.000, BH-FDR adjusted p = 0.966. Multiple-hypothesis correction is computed across the full cohort to control family-wise error rate at alpha = 0.05.

Pooled cohort BHAR (mover firms only)

BHAR_63d: mean = -5.60% (SE = 22.11%, n = 3, p = 0.499) · BHAR_126d: mean = +17.33% (SE = 41.17%, n = 3, p = 0.774)

See Cohort event study → for the full battery and forest plots.

Nevada Statutory Disclosures

Nevada Revised Statutes (NRS) governance provisions relevant to Delaware→Nevada redomestications. Five sections summarized; each links to the Nevada Legislature’s authoritative NRS text. Counterpart to the Texas § 21.552 / § 21.373 panel for TX-destination firms.

NRS § 78.138 — Director / officer fiduciary duty

Codifies the business-judgment rule and limits monetary liability of directors and officers absent breach of loyalty, intentional misconduct, fraud, or knowing violation of law. Stronger statutory shield than DGCL § 102(b)(7) on its face; charter opt-out / carve-out is firm-specific.

PENDING VERIFICATION

Adoption with carve-out by Liberty Media Corporation: primary-source verification pending; canonical record not yet populated.

NRS § 78.7502 — Indemnification of directors / officers

Broad permissive indemnification statute; covers expenses, judgments, fines, and amounts paid in settlement for any action by reason of service as director or officer, subject to good-faith standard. Charter / bylaw uptake is firm-specific.

PENDING VERIFICATION

Liberty Media Corporation indemnification provisions pending charter / bylaw extraction.

NRS §§ 78.378–3793 — Acquisition of controlling interest

Nevada's control-share acquisition statute (anti-takeover): voting rights of shares acquired in a “control-share acquisition” are extinguished absent disinterested-shareholder approval. Opt-out is by charter or bylaw amendment; default is opt-in for Nevada corporations meeting the statute's coverage thresholds.

PENDING VERIFICATION

Liberty Media Corporation opt-in / opt-out status pending charter or bylaw verification.

NRS §§ 78.411–444 — Combinations with interested stockholders

Nevada's business-combination statute (anti-takeover): for two years post-acquisition, a Nevada corporation may not engage in a “combination” with a 10%+ interested stockholder unless the board pre-approved the transaction. Charter opt-out available.

PENDING VERIFICATION

Liberty Media Corporation opt-in / opt-out status pending charter verification.

NRS § 92A.135 — Conversion mechanism (DGCL § 266 analog)

Authorizes conversion of a foreign business entity into a Nevada domestic entity by filing articles of conversion. The Nevada analog to DGCL § 266 (Delaware) and TBOC §§ 10.101–108 (Texas). Where used, the firm's redomestication is a true legal-entity conversion rather than a reverse-triangular merger.

PENDING VERIFICATION

Mechanism (§ 92A.135 conversion vs. merger-with-NV-sub) pending primary-source verification.

Primary-source pending. Where badges read “PENDING VERIFICATION,” the firm-specific adoption posture (e.g., charter carve-outs to NRS § 78.138, opt-outs from NRS §§ 78.378–3793 or 78.411–444) has not yet been extracted from the firm’s amended-and-restated articles or proxy materials. The presence of a Nevada incorporation alone does not establish adoption of every provision; opt-outs are charter-level facts.

Source filings

Primary-source documents on SEC EDGAR plus IR / search links.

IR — https://www.libertymedia.com/investors
EDGAR — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001560385&type=&dateb=&owner=include&count=40
Proxy — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&CIK=0001560385&type=DEF+14A&dateb=&owner=include&count=40
8-K Item 5.07 (vote) · 0001104659-26-059457 — filing →
Note. DEF 14A + PRE 14A, 2026 annual meeting May 11, 2026

Classification & audit trail

Bucket

Panel eligibility

PANEL_A_post_SB29

Audit status

PATCHED_v6-rev69_2026-05-22_promoted_SCHEDULED_to_COMPLETED | PATCHED_v6-rev77_2026-05-24_wave1b_audit_fixes: per firm_roster_audit_2026-05-24.md + batch summaries

Source confidence

VERIFIED_PROXY

Transaction status

COMPLETED

Audit notes

v2.9.1: NV destination confirmed via DEF 14A 2026; vote May 11, 2026
Phase 3M 2026-04-27: status=SCHEDULED — moved 2026-05-11 from actual to proposed_effective_date_iso. Will promote to actual after vote passes.
[2026-04-28] Phase 4I: replaced Google-search IR fallback with direct URL https://www.libertymedia.com/investors [ORIGINAL_ACCESSION_FIELD_TEXT] DEF 14A + PRE 14A, 2026 annual meeting May 11, 2026 [2026-04-28] phase5e: no canonical accession found in raw value 'DEF 14A + PRE 14A, 2026 annual meeting May 11, 2026'; original narrative moved to audit_notes; edgar_accession_canonical cleared and audit_status flagged NEEDS_ACCESSION for manual EDGAR pull [2026-04-29] phase5w: comprehensive validation by external reviewer across tranches v3 (4-version full residual walk, 269 substantive answers across 52 firms, 0 bucket drifts vs v3.58)
2026-04-29 v3.65: this row represents Liberty Media Corporation as the consolidated legal entity (CIK 1560385). Share classes Series A (FWONA) and Series B (FWONB) both vote on the DE→NV reincorporation; FWONB excluded from dashboard to avoid double-counting.
[2026-04-29] v3.75: PINCITE-VERIFIED via DEF 14A filed March 26, 2026. DGCL §266 conversion to Nevada. Standard: 'a majority of aggregate voting power of FWONA and FWONB outstanding as of March 23, 2026'. FWONK series is non-voting except as required by Delaware law. Adjournment proposal also on ballot. Annual meeting May 11, 2026.