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Liberty Latin America Ltd

For the period ended May 21, 2024. Filed Apr 4, 2024.

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About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

May 21, 2024 · Filed Apr 4, 2024

LILA$8.910.0%Stored close · as of Nov 6, 2026
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Contents

Pay versus Performance Table

Value of Initial Fixed $100 Investment Based on:
Year · Summary Compensation Table Total for PEO · Compensation Actually Paid to PEO · Average Summary Compensation Table Total for Non-PEO NEOs · Average Compensation Actually Paid to Non-PEO NEOs · Total Shareholder Return · Peer Group Total Shareholder Return · Net Income(in millions) · Consolidated Adjusted OFCF(in millions)
(a) · ($)(b) · ($)(c) · ($)(d)(1) · ($)(e) · LILA($)(f)(2) · LILAK($)(g)(2) · ($)(h)(2) · ($)(i) · ($)(j)(3)
202316,161,95214,550,211(4)3,799,9873,421,769(5)40.2140.09101.19(86.8)973.0
202215,745,6176,402,8604,131,6922,423,50341.4241.5192.13(207.8)930.0
202137,576,80331,662,6466,226,3515,596,55064.1362.27115.30(490.6)961.0
202016,478,3634,646,4633,768,4841,346,05661.2260.58118.31(809.0)819.0

(1)The dollar amounts reported in column (d) represent the average of the amounts reported for our named executive officers as a group (excluding Mr. Nair, who has served as our CEO since 2017) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs (excluding Mr. Nair) included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2023 and 2022, Christopher Noyes, Aamir Hussain, Rocio Lorenzo and John Winter; (ii) for 2021, Christopher Noyes, Betzalel Kenigsztein, Vivek Khemka, Rocio Lorenzo and John Winter; and (iii) for 2020, Christopher Noyes, Betzalel Kenigsztein, Vivek Khemka and John Winter.

(2)The total shareholder return (TSR) in columns (f), (g) and (h) compares the changes in the cumulative TSR on our LILA and LILAK shares from market close on December 31, 2019 to December 31 of each of 2020, 2021, 2022 and 2023, to the change in the cumulative TSR of the MSCI Emerging Markets NTR Index, which is our peer group index in the 2023 Form 10-K (assuming reinvestment of dividends, where applicable, and that $100 was invested at the market close on December 31, 2019).

(3)Consolidated adjusted OFCF is OFCF as adjusted each year in accordance with our annual bonus program and for certain other unbudgeted events that the compensation committee, in its discretion and consistent with past practice, determined distorted performance against the financial performance metrics. Historically, OFCF adjustments apply foreign currency exchange rates for the covered year to our OFCF for the immediately preceding year and include the impact of acquisitions, dispositions, volcanic activity, hurricanes, earthquakes and power outages. OFCF is defined as (i) operating income before depreciation and amortization, share-based compensation, provisions and provision releases related to significant litigation and impairment, restructuring and other operating items, less (ii) property and equipment additions. Other operating items include (i) gains and losses on the disposition of long-lived assets, (ii) third-party costs directly associated with successful and unsuccessful acquisitions and dispositions, including legal, advisory and due diligence fees, as applicable, and (iii) other acquisition-related items, such as gains and losses on the settlement of contingent consideration.

(4)The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Mr. Nair, as computed in accordance with Item 402(v) of Regulation S-K. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to Mr. Nair’s total compensation for 2023 to determine the compensation actually paid. With respect to equity award adjustments for 2023 as disclosed in the table below, the valuation assumptions used to calculate the fair values did not materially differ from those disclosed at the time of grant.

2023 ($)
Summary Compensation Table (SCT) Total Compensation16,161,952
Less: Stock Award Values Reported in SCT for the Covered Year8,196,987
Less: Option Award Values Reported in SCT for the Covered Year4,736,240
Plus: Fair Value of Equity Awards Granted in the Covered Year and Outstanding and Unvested at End of Covered Year10,913,012
Plus: Fair Value as of Vesting Date of Equity Awards Granted and Vested in Covered Year365,005
Plus/Less: Change in Fair Value of Outstanding Unvested Equity Awards from Prior Years(1,055,488)
Plus/Less: Change in Fair Value of Equity Awards from Prior Years that Vested in the Covered Year1,098,956
Less: Fair Value of Equity Awards Forfeited during the Covered Year0
Plus: Value of Dividends or other Earnings Paid on Equity Awards0
Compensation Actually Paid14,550,211

(5)The dollar amounts reported in column (e) represent the average amount of “compensation actually paid” to the NEOs identified in footnote 1 as a group (excluding Mr. Nair), as computed in accordance with Item 402(v) of Regulation S-K. In accordance with the requirements of Item 402(v) of Regulation S-K, the adjustments in the table below were made to average total compensation for the NEOs as a group (excluding Mr. Nair) for 2023 to determine the compensation actually paid, using the same methodology described above in footnote 1. With respect to equity award adjustments for 2023 as disclosed in the table below, the valuation assumptions used to calculate the fair values did not materially differ from those disclosed at the time of grant.

2023 Average ($)
SCT Total Compensation3,799,987
Less: Stock Award Values Reported in SCT for the Covered Year1,523,123
Less: Option Award Values Reported in SCT for the Covered Year1,347,424
Plus: Fair Value of Equity Awards Granted in the Covered Year and Outstanding and Unvested at End of Covered Year2,401,067
Plus: Fair Value as of Vesting Date of Equity Awards Granted and Vested in Covered Year171,097
Plus/Less: Change in Fair Value of Outstanding Unvested Equity Awards from Prior Years(153,874)
Plus/Less: Change in Fair Value of Equity Awards from Prior Years that Vested in the Covered Year74,040
Less: Fair Value of Equity Awards Forfeited during the Covered Year0
Plus: Value of Dividends or other Earnings Paid on Equity Awards0
Compensation Actually Paid3,421,769

We believe our performance-based compensation program provides the opportunity to reward our NEOs and other senior management for contributing to annual and long-term financial, operational, and share price performance. The majority of our NEOs’ compensation is aligned with shareholder interests and delivered in the form of annual performance bonuses and multi-year performance-based equity incentive awards in the form of SARs and PSARs, which are tied to share price appreciation and to company or individual performance.

The financial performance measures used by our company to link compensation actually paid to our NEOs for 2023 to our performance were:

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