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~~the ~~(Date~~Securities ofExchange ~~earliest~~Act ~~event~~of ~~reported): May 21, 2026~~1934

Date of Report (date of earliest event reported): June 29, 2026

LIBERTY CAPITAL CORPORATION

(Exact name of ~~Registrant~~registrant as specified in its charter)

Nevada	001-42742	36-5128842
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(I.R.S. Employer Identification No.)
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

12300 Liberty Blvd.

Englewood, Colorado 80112

(Address of principal executive offices~~) (Zip~~ and zip code)

Registrant's telephone number, including area code: (720) 875-5900

~~(Registrant's~~ Not ~~telephone number, including area code)~~Applicable

~~GCI~~(Former ~~Liberty~~name or former address, ~~Inc.~~if changed since last report)

(Former name or former address, if changed from last report)

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 (see General Instruction A.2. below):

¨ 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 ~~Securities Exchange~~ Act ~~of 1934~~:

Title of each class Trading Symbol~~(s)~~ Name of each exchange on which registered Series A GCI Group Common Stock GLIBA The Nasdaq Stock Market LLC Series C GCI Group Common Stock GLIBK The 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 x

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. x

Item 51.0301. ~~Amendments~~Entry tointo ~~Articles~~a ofMaterial ~~Incorporation~~Definitive ~~or Bylaws; Change in Fiscal Year~~Agreement.

~~Effective~~On ~~May 21~~June 29, 2026, GCI, LLC (“GCI”), a wholly-owned subsidiary of Liberty Capital Corporation ~~(formerly~~, ~~known~~a asNevada ~~GCI~~corporation (“Liberty Capital”), ~~Inc~~ entered into an Amendment No., 1 to Ninth Amended and Restated Credit Agreement (the “~~Company~~Amendment Agreement”) by and among GCI, the subsidiary guarantors party thereto, the incremental lenders party thereto, Credit Agricole Corporate and Investment Bank, as administrative agent, and the other parties thereto, which amended ~~its~~GCI’s Ninth Amended and Restated ~~Articles~~Credit Agreement, dated as of ~~Incorporation~~March to25, ~~change~~2025 (as amended ~~its~~by ~~name~~the ~~from~~Amendment Agreement, the “Credit Agreement”), by and among GCI, ~~Liberty~~the subsidiary guarantors party thereto, ~~Inc.”~~ the lenders party thereto, Credit Agricole Corporate and Investment Bank, as administrative agent, and the other parties thereto, to add (x) subject to the occurrence (or concurrent consummation) of the acquisition of Q Gateway Intermediate Holdings, LLC (the “Quintillion Acquisition”) by GCI Holdings, LLC, a Delaware limited liability company (“GCI Holdings”) and a wholly owned subsidiary of Liberty Capital, (1) ~~Corporation”~~a delayed draw incremental senior secured term A loan facility in an initial aggregate principal amount of $155 million (the “~~Articles~~Term A-1 ~~Amendment~~Loan”)~~. In~~ ~~addition~~that matures on the earlier of December 15, 2031 and the ~~Company~~fifth ~~amended~~anniversary of its ~~Amended~~funding date and ~~Restated~~(2) ~~Bylaws~~an incremental revolving facility in an initial aggregate principal amount of $25 million (the “~~Bylaws~~New ~~Amendment~~L/C Facility”), ~~also~~for ~~effective~~letters ~~May 21~~of credit that matures on March 25, ~~2026~~2030 (or, to the extent GCI’s Senior Notes due 2028 (the “Senior Notes”) remain outstanding, the date that is 91 days prior to ~~reflect~~the maturity date of the ~~name~~Senior ~~change~~Notes or the date that is 91 days prior to the maturity date of any indebtedness with a maturity date that is 91 days prior to March 25, 2030 that is used to refinance any of the Senior Notes) and (y) an incremental senior secured term A loan facility in an initial aggregate principal amount of $300 million (the “Term A-2 Loan”, together with the Term A-1 Loan, the “Incremental Term A Loans”) that matures on June 29, 2031.

~~The~~Incremental ~~name~~Term ~~change~~A ~~does~~Loan ~~not~~borrowings that ~~affect~~are alternate base rate loans bear interest at a per annum rate equal to the ~~rights~~alternate ofbase rate plus a margin that varies between ~~the~~1.00% ~~Company~~and 1.75% depending on GCI’s ~~security~~total ~~holders~~leverage orratio. ~~the~~Incremental ~~trading~~Term ~~symbols~~A ofLoan borrowings that are SOFR loans bear interest at a per annum rate equal to the ~~Company’s~~applicable ~~issued~~SOFR ~~and~~plus ~~outstanding~~a ~~common~~margin ~~stock~~that varies between 2.00% ~~The~~and ~~Company~~2.75% depending on GCI’s ~~Series A~~ ~~GCI~~total ~~Group~~leverage ratio. ~~common~~Principal ~~stock~~payments ~~and~~are ~~Series C~~due ~~GCI~~quarterly ~~Group~~on ~~common~~the ~~stock~~Term ~~will~~A-2 ~~continue~~Loan equal to ~~trade~~0.25% onof the ~~Nasdaq~~original ~~Global~~principal ~~Select~~amount, ~~Market~~which may step up to ~~under~~1.25% of the ~~symbols~~original ~~“GLIBA”~~principal ~~and~~amount ~~“GLIBK,”~~of ~~respectively,~~the ~~and~~Term ~~the~~A-2 ~~Company~~Loan depending on GCI’s ~~Series B~~secured ~~GCI~~leverage ~~Group~~ratio. ~~common~~Principal ~~stock~~payments on the ~~will~~Term ~~continue~~A-1 toLoan beare ~~quoted~~not onrequired during the ~~OTC~~first ~~Markets~~eight ~~under~~full fiscal quarters following the ~~symbol~~funding ~~“GLIBB”~~date thereof, and thereafter are payable in equal quarterly installments in an amount per annum equal to (x) 2.50% Inof ~~addition,~~the original principal amount of the ~~CUSIP~~Term ~~numbers~~A-1 Loan for the ~~Company’s~~ ~~Series A~~next ~~GCI~~eight ~~Group~~full ~~common~~fiscal ~~stock,~~quarters ~~Series B~~and ~~GCI~~(y) ~~Group~~5.0% ~~common~~of ~~stock~~the ~~and~~original ~~Series C~~principal ~~GCI~~amount ~~Group~~of ~~common~~the ~~stock~~Term ~~will~~A-1 ~~remain~~Loan ~~unchanged~~for each full fiscal quarter thereafter.

The ~~foregoing~~revolving ~~descriptions~~credit offacility borrowings under the ~~Articles~~New ~~Amendment and~~L/C ~~the~~Facility ~~Bylaws~~that ~~Amendment~~ are ~~subject~~alternate ~~to,~~base ~~and~~rate ~~qualified~~loans inbear ~~their~~interest ~~entirety~~at ~~by,~~a ~~the~~per ~~Articles~~annum ~~Amendment~~rate ~~and~~equal to the ~~Bylaws~~alternate ~~Amendment,~~base rate ~~copies~~plus ~~of which~~a ~~are~~margin ~~filed~~that asvaries ~~Exhibit 3~~between 0.150% and ~~Exhibit 3~~1.2,25% ~~respectively,~~depending on GCI’s total leverage ratio. The revolving credit facility borrowings under the New L/C Facility that are SOFR loans bear interest at a per annum rate equal to ~~this~~the ~~Current~~applicable ~~Report~~SOFR onplus ~~Form 8-K~~a margin that varies between 1.50% and ~~incorporated~~2.25% bydepending ~~reference herein~~on GCI’s total leverage ratio.

~~Item~~The 7proceeds of the Incremental Term Loans and the New L/C Facility may be used for any purpose permitted by the terms of the Credit Agreement.01 The proceeds of the Term A-1 Loan are intended to be used to fund a portion of the purchase price (including related fees and expenses) related to the Quintillion Acquisition or repay or retire indebtedness incurred in connection with the Quintillion Acquisition. ~~Regulation~~The FDNew ~~Disclosure~~L/C Facility is intended to be used to issue letters of credit, including for the replacement of existing letters of credit made in connection with the Quintillion Acquisition. The proceeds of the Term A-2 Loan, net of certain fees and expenses, will be used for general corporate purposes, including, but not limited to, the retirement of existing indebtedness of GCI.

OnEach ~~May 21~~loan may be prepaid at any time and from time to time without penalty other than customary breakage costs. The terms of the Credit Agreement include customary representations and warranties, ~~2026~~customary affirmative and negative covenants and customary events of default. At any time after the occurrence of an event of default under the Credit Agreement, the ~~Company~~lenders ~~issued~~may, aamong ~~press~~other options, declare any amounts outstanding under the Credit ~~release~~Agreement ~~regarding~~immediately due and payable and terminate any commitment to make further loans under the ~~name~~Credit ~~change~~Agreement.

~~This~~The ~~Item~~obligations ~~7.01~~under ~~and~~ the Credit ~~press~~Agreement ~~releases~~are ~~attached hereto~~secured asby ~~Exhibits~~a ~~99.1~~security ~~and~~interest ~~99.2~~on ~~are~~substantially ~~being~~all ~~furnished~~of to the ~~Securities~~assets ~~and~~of ~~Exchange~~GCI ~~Commission~~and inthe ~~satisfaction~~subsidiary ofguarantors, ~~the~~as ~~public disclosure~~defined ~~requirements~~in ofthe ~~Regulation~~Credit FDAgreement, and ~~shall~~on ~~not~~the beequity ~~deemed~~interests ~~“filed”~~of ~~for~~GCI ~~any purpose~~Holdings.

~~ITEM~~The ~~9.01~~foregoing ~~Financial~~description of ~~Statements~~the Amendment Agreement does not purport to be complete and ~~Exhibits~~is qualified in its entirety by the full text of the Amendment Agreement, a copy of which is filed herewith as Exhibit 10.1 and the terms of which are incorporated by reference herein.

~~(d)~~Item ~~Exhibits~~2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Exhibit
Number		Description
3.1		Certificate of Amendment to Amended and Restated Articles of Incorporation of the Company
3.2		Amended and Restated Bylaws of the Company, as amended effective on May 21, 2026
99.1		Press Release, dated May 21, 2026
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

The information set forth under Item 1.01 is hereby incorporated by reference into this Item 2.03 in its entirety.

~~SIGNATURE~~Item 9.01. Financial Statements and Exhibits.

~~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.~~(d) Exhibits

	LIBERTY CAPITAL CORPORATION
Exhibit No.		Description
	By	/s/ Brittany A. Uthoff
10.1		Amendment No. 1 to Ninth Amended and Restated Credit Agreement, dated June 29, 2026, by and among GCI, LLC, the subsidiary guarantors party thereto, the lenders party thereto, Credit Agricole Corporate and Investment Bank, as administrative agent, and the other parties thereto
	Name:	Brittany A. Uthoff
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
Date: May 21, 2026	Title:	Vice President and Assistant Secretary

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 29, 2026

	LIBERTY CAPITAL CORPORATION

	By:	/s/ Brittany A. Uthoff
		Name: Brittany A. Uthoff
		Title: Vice President and Assistant Secretary

Filing Compare · Liberty Capital Corp/NV