含羞草传媒

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
MALONE JOHN C
 听 2. Issuer Name and Ticker or Trading Symbol
含羞草传媒. [QRTEA] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
12300 LIBERTY BOULEVARD		 3. Date of Earliest Transaction (Month/Day/Year)
06/03/2021
(Street)

ENGLEWOOD,听CO听80112		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Series A Common Stock 06/03/2021 听 A 听 28,979,089 A $ 0 (1) 29,800,491 (2) D 听
Series B Common Stock (3) 06/03/2021 听 D 听 26,344,627 D $ 0 (1) 0 D 听
Series A Common Stock 06/03/2021 听 A 听 937,593 A $ 0 (1) 1,313,853 (4) I Leslie A. Malone 1995 Revocable Trust
Series B Common Stock (3) 06/03/2021 听 D 听 852,358 (5) D $ 0 (1) 0 I Leslie A. Malone 1995 Revocable Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
听Director 听10% Owner 听Officer 听Other
MALONE JOHN C
12300 LIBERTY BOULEVARD
ENGLEWOOD,听CO听80112		 听 X 听 听 听

Signatures

听/s/ Brittany A. Uthoff as Attorney-in-Fact for John C. Malone 听 06/07/2021
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Pursuant to (i) the Call Agreement and (ii) the Stock Exchange Agreement (each as defined and further described in the Remarks section), the Malone Trusts (as defined in the Remarks section) transferred 27,196,985 shares of Series B Common Stock to the Issuer in exchange for 29,916,682 shares of Series A Common Stock. Under the terms of the Call Agreement, the aggregate call price converts into an equivalent ratio of 1.1 shares of Series A Common Stock for each share of Series B Common Stock with the aggregate number of shares of Series A Common Stock issued to each of the Malone Trusts rounded down to the nearest whole share. This exchange was approved by a committee of the Issuer's board of directors pursuant to Rule 16b-3 under the Securities Exchange Act of 1934, as amended.
(2) Includes 3,756 shares of Series A Common Stock previously reported as held indirectly by a 401(k) savings plan for the benefit of the reporting person that were distributed to the reporting person and are now owned directly.
(3) Each share of Series B Common Stock is convertible, at the holder's election, into one share of Series A Common Stock, at any time for no consideration other than the surrender of the share of Series B Common Stock for each share of Series A Common Stock.
(4) Includes 376,260 shares of Series A Common Stock held by the Leslie A. Malone 1995 Revocable Trust that were previously reported as indirectly held by the reporting person's spouse. The reporting person disclaims beneficial ownership of these shares.
(5) Consists of shares of Series B Common Stock held by the Leslie A. Malone 1995 Revocable Trust that were previously reported as indirectly held by the reporting person's spouse. The reporting person disclaims beneficial ownership of these shares.
听
Remarks:
The听Call听Agreement,听dated听February听9,听1998,听among听the听Issuer,听as听successor-in-interest听to听the听assignee听of听Tele-Communications,听Inc.,听the听reporting听person听and听his听spouse听(the听"Call听Agreement"),听provided听the听Issuer听with听the听right听to听acquire听all,听but听not听less听than听all,听of听the听Series听B听Common听Stock听of听the听Issuer听beneficially听owned听by听the听reporting听person,听his听spouse听and听certain听trusts听for听the听benefit听of听each听of听them听(the听"Malone听Trusts"),听among听others,听at听a听per听share听price听equal听to听the听lower听of听(x)听the听$14.00听per听share听price听stated听in听the听offer听delivered听to听the听reporting听person听by听Mr.听Gregory听B.听Maffei听on听May听18,听2021听(the听"Offer")听or听(y)听110%听of听the听average听closing听prices听of听a听share听of听Series听A听Common听Stock听of听the听Issuer听for听the听30听consecutive听trading听days听ending听on听May听17,听2021听(with听the听price听calculated听pursuant听to听clause听(y)听equal听to听$13.62听per听share听(the听"Call听Price"))听(the听"Call听Right").听听On听May听18,听2021,听the听reporting听person听provided听written听notice听to听the听Issuer听of听his听desire听to听accept听the听Offer,听subject听to听certain听conditions,听and听on听June听2,听2021,听the听Issuer听delivered听written听notice听to听the听reporting听person听to听exercise听the听Call听Right听and听to听pay听the听per听share听Call听Price听required听by听the听Call听Agreement听in听shares听of听Series听A听Common听Stock听of听the听Issuer.听听On听June听3,听2021,听the听Issuer,听the听reporting听person,听his听spouse听and听the听Malone听Trusts,听among听others,听entered听into听a听Stock听Exchange听Agreement听(the听"Stock听Exchange听Agreement")听to听effect听the听closing听of听the听Call听Right听exercise.听Exhibit听24:听Power听of听Attorney.

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