Form 8-K

8-K — GCI Liberty, Inc.

Accession: 0001104659-26-065237

Filed: 2026-05-21

Period: 2026-05-21

CIK: 0002057463

SIC: 4841 (CABLE & OTHER PAY TELEVISION SERVICES)

Item: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — tm2615239d1_8k.htm (Primary)

EX-3.1 — EXHIBIT 3.1 (tm2615239d1_ex3-1.htm)

EX-3.2 — EXHIBIT 3.2 (tm2615239d1_ex3-2.htm)

EX-99.1 — EXHIBIT 99.1 (tm2615239d1_ex99-1.htm)

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GCI Liberty, Inc.

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2026-05-21

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2026-05-21

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2026-05-21

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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, 2026

LIBERTY CAPITAL CORPORATION

(Exact name of 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.)

12300 Liberty Blvd.

Englewood, Colorado 80112

(Address of principal executive offices) (Zip

code)

(720) 875-5900

(Registrant's telephone number, including area code)

GCI Liberty, Inc.

(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 5.03. Amendments to Articles of Incorporation or Bylaws; Change

in Fiscal Year.

Effective May 21, 2026, Liberty Capital Corporation

(formerly known as GCI Liberty, Inc., the “Company”) amended its Amended and Restated Articles of Incorporation to change

its name from “GCI Liberty, Inc.” to “Liberty Capital Corporation” (the “Articles Amendment”).

In addition, the Company amended its Amended and Restated Bylaws (the “Bylaws Amendment”), also effective May 21, 2026,

to reflect the name change.

The name change does not affect the rights of

the Company’s security holders or the trading symbols of the Company’s issued and outstanding common stock. The Company’s

Series A GCI Group common stock and Series C GCI Group common stock will continue to trade on the Nasdaq Global Select Market

under the symbols “GLIBA” and “GLIBK,” respectively, and the Company’s Series B GCI Group common stock

will continue to be quoted on the OTC Markets under the symbol “GLIBB”. In addition, the CUSIP numbers for the Company’s

Series A GCI Group common stock, Series B GCI Group common stock and Series C GCI Group common stock will remain unchanged.

The foregoing descriptions of the Articles Amendment

and the Bylaws Amendment are subject to, and qualified in their entirety by, the Articles Amendment and the Bylaws Amendment, copies of

which are filed as Exhibit 3.1 and Exhibit 3.2, respectively, to this Current Report on Form 8-K and incorporated by reference

herein.

Item 7.01. Regulation FD Disclosure

On May 21, 2026, the Company issued a press

release regarding the name change.

This Item 7.01 and the press releases attached

hereto as Exhibits 99.1 and 99.2 are being furnished to the Securities and Exchange Commission in satisfaction of the public disclosure

requirements of Regulation FD and shall not be deemed “filed” for any purpose.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits

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)

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 CAPITAL CORPORATION

/s/ Brittany A.

Uthoff

Name:

Brittany A. Uthoff

Date: May 21, 2026

Title:

Vice President and Assistant Secretary

EX-3.1 — EXHIBIT 3.1

EX-3.1

Filename: tm2615239d1_ex3-1.htm · Sequence: 2

Exhibit 3.1

Secretary of State

North Carson Street

Carson City, Nevada 89701-4201

(775) 684-5708

Website: www.nvsos.gov

USE INK ONLY - DO NOT HIGHLIGHT

/s/ Renee L. Wilm Chief Legal Officer and Chief Administrative Officer

EX-3.2 — EXHIBIT 3.2

EX-3.2

Filename: tm2615239d1_ex3-2.htm · Sequence: 3

Exhibit 3.2

LIBERTY CAPITAL CORPORATION

A Nevada Corporation

(the “Corporation”)

AMENDED AND RESTATED BYLAWS

(as amended)*

Article I

STOCKHOLDERS

Section 1.1             Annual

Meeting.

An annual meeting of stockholders

for the purpose of electing directors and of transacting any other business properly brought before the meeting pursuant to these Amended

and Restated Bylaws of the Corporation (as amended, restated, supplemented or otherwise modified from time to time, these “Bylaws”)

shall be held each year at such date, time and place, either within or without the State of Nevada or, if so determined by the Board of

Directors of the Corporation (the “Board of Directors”) in its sole discretion, at no place (but rather by means of

remote communication), as may be specified by the Board of Directors in the notice of meeting.

Section 1.2             Special

Meetings.

Except as otherwise provided

in the terms of any series of preferred stock or unless otherwise provided by law or by the Corporation’s Amended and Restated Articles

of Incorporation (as amended, restated, supplemented or otherwise modified from time to time, the “Articles of Incorporation”),

special meetings of stockholders of the Corporation, for the transaction of such business as may properly come before the meeting, may

be called only by the Secretary of the Corporation (the “Secretary”) (i) upon the written request received

by the Secretary at the principal executive offices of the Corporation by or on behalf of the holder or holders of record

of outstanding shares of capital stock of the Corporation, representing collectively not less than 66 ⅔% of the

total voting power of the outstanding capital stock of the Corporation entitled to vote at such meeting or (ii) at the request of

at least 75% of the members of the Board of Directors then in office. Only such business may be transacted as is specified

in the notice of the special meeting. The Board of Directors shall have the sole power to determine the time, date and place,

either within or without the State of Nevada, or, if so determined by the Board of Directors in its sole discretion, at no place (but

rather by means of remote communication), for any special meeting of stockholders (including those meetings properly called by the

Secretary in accordance with Section 1.2(i) hereof). Following such determination, it shall be the duty of the Secretary

to cause notice to be given to the stockholders entitled to vote at such meeting that a meeting will be held at the time, date and place,

if any, and in accordance with the record date determined by the Board of Directors.

*These Amended and Restated

Bylaws were amended on May 21, 2026 to reflect the name change of the Company to Liberty Capital Corporation,

Section 1.3             Record

Date.

order that the Corporation may determine the stockholders entitled to notice of and to vote at any meeting of stockholders or

any adjournment or postponement thereof, the Board of Directors may fix, in advance, a record date, which shall not precede

the date upon which the resolution fixing the record date is adopted by the Board of Directors, and which record date shall not be

more than sixty (60) calendar days nor less than ten (10) calendar days before the date of such meeting. If

the Board of Directors so fixes a record date for determining the stockholders entitled to notice of any meeting of stockholders,

such date shall be the record date for determining the stockholders entitled to vote at such meeting. In order that the Corporation

may determine the stockholders entitled to receive payment of any dividend or other distribution or allotment of any rights,

or entitled to exercise any rights in respect of any change, conversion or exchange of stock or for the purpose of any other lawful action

(collectively referred to herein as a “Distribution”), the Board of Directors may fix, in advance, a record date,

which record date shall not precede the date upon which the resolution fixing the record date is adopted by the Board of Directors, and

which record date shall not be more than sixty (60) calendar days prior to the date of such Distribution. If no record

date is fixed by the Board of Directors, the record date for determining stockholders entitled to notice of or to vote at a meeting of

stockholders shall be at the close of business on the day next preceding the day on which notice is given, or, if notice is waived, at

the close of business on the day next preceding the day on which the meeting is held. A determination of stockholders of record

entitled to notice of or to vote at a meeting of stockholders shall apply to any adjournment of the meeting; provided, however, that the

Board of Directors may fix a new record date for the adjourned meeting in accordance with this Section 1.3.

Section 1.4             Notice

of Meetings.

Notice of all stockholders meetings,

stating the place, if any, date and hour thereof, as well as the record date for determining stockholders entitled to vote at such meeting;

the means of remote communication, if any, by which stockholders and proxy holders may be deemed to be present in person and vote at such

meeting; and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered by the

Corporation in accordance with Section 5.4 of these Bylaws, applicable law and applicable stock exchange rules and

regulations by the Chairman of the Board, the Chief Executive Officer, the President, any Vice President, the Secretary or an

Assistant Secretary or any other individual designated by the Board of Directors, to each stockholder entitled to notice of such

meeting, unless otherwise provided by applicable law or the Articles of Incorporation, at least ten (10) calendar days

but not more than sixty (60) calendar days before the date of the meeting.

Section 1.5             Notice

of Stockholder Business.

(a)            Annual

Meetings of Stockholders.

(1)            At

an annual meeting of the stockholders, only such business shall be conducted as shall have been properly brought before the meeting. To

be properly brought before an annual meeting, nominations for persons for election to the Board of Directors and the proposal

of business to be considered by the stockholders must be (i) specified in the notice of meeting (or any supplement thereto) given

by or at the direction of the Board of Directors (or any duly authorized committee thereof), (ii) otherwise properly brought before

the meeting by or at the direction of the Board of Directors (or any duly authorized committee thereof), or (iii) otherwise properly

requested to be brought before the meeting by a stockholder (x) who complies with the procedures set forth in this Section 1.5

and (y) who was a stockholder of record of the Corporation (and, with respect to any beneficial owner, if different, on whose behalf

such business is proposed or such nomination or nominations made, only if such beneficial owner was the beneficial owner of shares of

the Corporation) both at the time the notice provided for in Section 1.5(a)(2) below is delivered to the Secretary and on the

record date for the determination of stockholders entitled to vote at the meeting, and (z) who is entitled to vote at the meeting

upon such election of directors or upon such business, as the case may be. The foregoing clause (iii) shall be the exclusive means

for any stockholder to propose business to be brought before an annual meeting of the stockholders.

(2)            In

addition to any other requirements under applicable law and the Corporation’s Articles of Incorporation, for a nomination for election

to the Board of Directors or the proposal of business to be properly requested to be brought before an annual meeting by a stockholder,

the stockholder must have given timely notice thereof in proper written form to the Secretary and any such proposed

business, other than the nominations of persons for election to the Board of Directors, must constitute a proper matter for stockholder

action pursuant to the Articles of Incorporation, these Bylaws, and applicable law. To be timely, a stockholder’s notice

must be received at the principal executive offices of the Corporation in accordance with Section 1.12 of these Bylaws not less

than ninety (90) calendar days nor more than one hundred twenty (120) calendar days prior to the first anniversary

of the preceding year’s annual meeting; provided, that, in the event that the date of the annual meeting is advanced by more than

twenty (20) calendar days, or delayed by more than seventy (70) calendar days, from such anniversary date, notice by the stockholder to

be timely must be so received not earlier than the one hundred twentieth (120th) day prior to such annual meeting and not later

than the close of business on the later of the ninetieth (90th) day prior to such annual meeting or the tenth (10th) day

following the day on which notice of the date of the meeting was communicated by the Corporation to stockholders or public announcement

(as defined below) of the date of the meeting was made by the Corporation, whichever occurs first; and provided further, that for

purposes of the application of Rule 14a-4(c) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)

(or any successor provision), the date for notice specified in this paragraph (a)(2) shall be the earlier of the date calculated

as hereinbefore provided or the date specified in paragraph (c)(1) of Rule 14a-4. In no event shall the public announcement

of an adjournment or postponement of a meeting of stockholders commence a new time period (or extend any time period) for the giving

of a stockholder notice as described herein.

To be in proper written

form, such stockholder’s notice to the Secretary must be submitted in accordance with Section 1.12 of these Bylaws by

a holder of record of stock entitled to vote on the nomination of directors of the Corporation and shall set forth in writing and

describe in fair, accurate, and material detail (A) as to each person whom the stockholder proposes to nominate for election as a

director (a “nominee”) (i) the name, age, business and residence address, and principal occupation or employment

of the nominee, (ii) all information relating to such nominee that is required to be disclosed in solicitations of proxies

for election of directors in an election contest, or is otherwise required, in each case pursuant to and in accordance with Regulation

14A under the Exchange Act, (iii) such nominee’s written consent to being named in the proxy statement and accompanying

proxy card as a nominee and to serving as a director for a full term if elected, and (iv) a completed and signed questionnaire, representation

and agreement required by Section 1.5(a)(3) below; (B) as to any other business that the stockholder proposes to bring

before the annual meeting, (i) a brief description of the business desired to be brought before the annual meeting and the reasons

for conducting such business at the annual meeting, (ii) the text of the proposal or business (including the text of any resolutions

proposed for consideration and, in the event that such business includes a proposal to amend these Bylaws, the language of the proposed

amendment), and (iii) any material interest of the stockholder and beneficial owner, if any, on whose behalf the proposal is made,

in such business; and (C) as to such stockholder giving notice and the beneficial owner or owners, if different, on whose

behalf the nomination or proposal is made, and any affiliates or associates (each within the meaning of Rule 12b-2 under the Exchange

Act) of such stockholder or beneficial owner (each a “Proposing Person”) (i) the name and address, as they

appear on the Corporation’s books, of such Proposing Person, (ii) the class or series and number of shares of the capital

stock of the Corporation that are, directly or indirectly, owned beneficially and of record (within the meaning of Rule 13d-3 under

the Exchange Act) by such Proposing Person (provided that for purposes of this Section 1.5, such Proposing Person shall in all

events be deemed to beneficially own any shares of any class or series and number of shares of capital stock of the Corporation as to

which such Proposing Person has a right to acquire beneficial ownership at any time in the future), (iii) a description of all agreements,

arrangements or understandings between (or on behalf of) such Proposing Person and any other person or persons (including their

names) pursuant to which the proposals or nominations are to be made by such stockholder, (iv) a representation by each Proposing

Person who is a holder of record of stock of the Corporation (A) that the notice the Proposing Person is giving to the

Secretary is being given on behalf of (x) such holder of record and/or (y) if different than such holder of record, one or more

beneficial owners of stock of the Corporation held of record by such holder of record, (B) as to each such beneficial owner, the

number of shares held of record by such holder of record that are beneficially owned by such beneficial owner, with documentary evidence

of such beneficial ownership, and (C) that such holder of record is entitled to vote at such meeting and intends to appear in

person or by proxy at the meeting to propose such business or nomination set forth in its notice, (v) a representation (I) whether

any such Proposing Person or nominee has received any financial assistance, funding or other consideration from any other person

in respect of the nomination (and the details thereof) (a “Stockholder Associated Person”) and (II) whether and

the extent to which any hedging, derivative or other transaction has been entered into with respect to the Corporation within the past

twelve (12) months by, or is in effect with respect to, such Proposing Person, any person to be nominated by such Proposing

Person or any Stockholder Associated Person, the effect or intent of which transaction is to mitigate loss to or manage risk or benefit

of share price changes for, or to increase or decrease the voting power of, such stockholder, nominee or any such Stockholder Associated

Person, (vi) a representation whether any Proposing Person intends or is part of a group that intends to (I) deliver

a proxy statement and/or form of proxy to holders of at least the percentage of the Corporation’s outstanding voting power required

to approve or adopt the proposal or elect the nominee and/or (II) otherwise solicit proxies from stockholders in support of such

proposal, (vii) a representation that no Proposing Person or nominee is subject to, nor will enter into, any voting or other agreement

that has not been disclosed to the Corporation and that could limit or interfere with such nominee’s ability to comply, if elected,

with their fiduciary duties under applicable law, (viii) any other information relating to such Proposing Person that would

be required to be disclosed in a proxy statement or other filings required to be made in connection with solicitations of proxies in support

of such proposal pursuant to Section 14 of the Exchange Act, and any rules and regulations promulgated thereunder, and (ix) the

information required to be included in a notice to the Corporation required by paragraph (b) of Rule 14a-19 promulgated under

the Exchange Act, including a statement that such person intends to solicit the holders of shares representing at least 67% of the voting

power of shares entitled to vote on the election of directors in support of director nominees other than the Corporation’s nominees. The

foregoing notice requirements of this Section 1.5 shall not apply to any proposal made pursuant to Rule 14a-8 (or any successor

thereof) promulgated under the Exchange Act. A proposal to be made pursuant to Rule 14a-8 (or any successor thereof) promulgated

under the Exchange Act shall be deemed satisfied if the stockholder making such proposal complies with the provisions of Rule 14a-8

and has notified the Corporation of his or her intention to present a proposal at an annual meeting in compliance with Rule 14a-8

and such stockholder’s proposal has been included in a proxy statement that has been prepared by the Corporation to solicit proxies

for such annual meeting. The Corporation may require any proposed nominee to furnish such other information as it may reasonably

require to determine (x) the eligibility of such proposed nominee to serve as a director of the Corporation and (y) whether

the nominee would qualify as an “independent director” or “audit committee financial expert” under applicable

law, securities exchange rule or regulation, or any publicly disclosed corporate governance guideline or committee charter of the

Corporation. The Corporation may also require any proposed nominee to submit to interviews with the Board of Directors or any committee

thereof, and such proposed nominee shall make himself or herself available for any such interviews within ten (10) business days

after such interviews have been requested by the Board of Directors or any committee thereof.

(3)            To

be eligible to be a nominee for election as a director of the Corporation, the candidate for nomination must deliver to the Corporation

(and, with respect to a nomination made by a stockholder pursuant to this Section 1.5, in accordance with the time periods prescribed

for delivery of notice under this Section 1.5): (x) a completed written questionnaire (in the form provided by the Secretary

upon written request of any stockholder of record within ten (10) days of such request) with respect to the background, qualifications,

stock ownership and independence of such proposed nominee and the background of any other person or entity on whose behalf the nomination

is being made, and (y) a written representation and agreement (in the form provided by the Corporation upon written request) that

such candidate for nomination (A) is not and, if elected as a director during his or her term in office, will not become a party

to (1) any agreement, arrangement or understanding with, and has not given and will not give any commitment or assurance to, any

person or entity as to how such proposed nominee, if elected as a director of the Corporation, will act or vote on any issue or question

(a “Voting Commitment”) that has not been disclosed to the Corporation in such representation and agreement or (2) any

Voting Commitment that could limit or interfere with such proposed nominee’s ability to comply, if elected as a director of the

Corporation, with such proposed nominee’s fiduciary duties under applicable law, (B) is not and will not become a party to

any agreement, arrangement or understanding with any person or entity other than the Corporation with respect to any direct or indirect

compensation, reimbursement or indemnification in connection with such proposed nominee’s nomination or service or action as a director

that has not been disclosed to the Corporation in such representation and agreement, (C) would be in compliance, if elected as a

director of the Corporation, and will comply with the Corporation’s code of business conduct and ethics, corporate governance guidelines,

stock ownership and trading policies and guidelines, and any other policies or guidelines of the Corporation applicable to directors and

in effect during such proposed nominee’s term in office as a director (and, if requested by or on behalf of any candidate for nomination,

the secretary of the Corporation will provide to such candidate for nomination all such policies and guidelines then in effect), and (D) currently

intends to serve as a director for the full term for which such person is standing for election.

(4)            Notwithstanding

anything in paragraph (a)(2) of this Section 1.5 to the contrary, in the event that the number of directors to be elected to

the Board of Directors at an annual meeting is increased and there is no public announcement by the Corporation naming all of the nominees

for director or specifying the size of the increased Board of Directors at least one hundred (100) calendar days prior to the first anniversary

date of the immediately preceding annual meeting, a stockholder’s notice required by this Section 1.5 shall also

be considered timely, but only with respect to nominees for any new positions created by such increase, if it shall be received by the

Secretary at the principal executive offices of the Corporation not later than the close of business on the tenth (10th) day following

the day on which such public announcement is first made by the Corporation. For purposes of the first annual meeting of stockholders of

the Corporation, the first anniversary date shall be May 12, 2026.

(5)            Notwithstanding

anything to the contrary set forth herein, unless otherwise required by law, if any stockholder or Proposing Person (i) provides

notice pursuant to Rule 14a-19(b) under the Exchange Act with respect to any proposed nominee and (ii) subsequently fails

to comply with the requirements of Rule 14a-19 under the Exchange Act (or fails to timely provide reasonable evidence sufficient

to satisfy the Corporation that such stockholder has met the requirements of Rule 14a-19(a)(3) under the Exchange Act in accordance

with the following sentence), then the nomination of each such proposed nominee shall be disregarded, notwithstanding that the nominee

is included as a nominee in the Corporation’s proxy statement, notice of meeting or other proxy materials for any annual meeting

(or any supplement thereto) and notwithstanding that proxies or votes in respect of the election of such proposed nominees may have been

received by the Corporation (which proxies and votes shall be disregarded). If any stockholder or Proposing Person provides notice pursuant

to Rule 14a-19(b) promulgated under the Exchange Act, such stockholder shall deliver to the Corporation, no later than five

business days prior to the date of the meeting and any adjournment or postponement thereof, reasonable evidence that it has met the requirements

of Rule 14a-19(a)(3) promulgated under the Exchange Act.

(b)            Special

Meetings of Stockholders. Only such business shall be conducted at a special meeting of stockholders as shall have been

brought before the meeting pursuant to the Corporation’s notice of meeting. In the event the Corporation calls a special

meeting of stockholders for the purpose of electing one or more directors to the Board of Directors, any such stockholder entitled to

vote at such meeting who was a stockholder of record of the Corporation (and, with respect to any beneficial owner, if different,

on whose behalf such nomination or nominations are made, only if such beneficial owner was the beneficial owner of shares of the Corporation)

both at the time the notice provided for in paragraph (a)(2) of this Section 1.5 is delivered to the Secretary and on the record

date for the determination of stockholders entitled to vote at the special meeting may nominate a person or persons (as the case

may be) for election to such position(s) as specified in the Corporation’s notice of meeting, if the stockholder’s notice

meeting the requirements of paragraph (a)(2) of this Section 1.5 (substituting special meeting for annual meeting as applicable)

shall be received by the Secretary at the principal executive offices of the Corporation in accordance with Section 1.12

of these Bylaws not earlier than the close of business on the one hundred twentieth (120th) day prior to such special meeting and not

later than the close of business on the later of the ninetieth (90th) day prior to such special meeting or the tenth (10th) day following

the day on which public announcement is first made of the date of the special meeting and of the nominees proposed by the Board of Directors

to be elected at such meeting; provided, however, that a stockholder may nominate persons for election at a special meeting only to such

directorship(s) as specified in the Corporation’s notice of the meeting. In no event shall the public announcement

of an adjournment or postponement of a special meeting commence a new time period (or extend any time period) for the giving of a stockholder’s

notice as described above.

and Supplementing of Stockholder Information. A stockholder providing notice of nominations of persons for election to

the Board of Directors at an annual or special meeting of stockholders or notice of business proposed to be brought before an annual meeting

of stockholders shall further update and supplement such notice so that the information provided or required to be provided in such notice

pursuant to paragraph (a)(2) of this Section 1.5 shall be true and correct both as of the record date for the determination

of stockholders entitled to notice of the meeting and as of the date that is ten (10) business days before the meeting or any

adjournment or postponement thereof, and such updated and supplemental information shall be delivered to, or mailed and received by, the

Secretary at the principal executive offices of the Corporation (a) in the case of information that is required to be updated and

supplemented to be true and correct as of the record date for the determination of stockholders entitled to notice of the meeting, not

later than the later of five (5) business days after such record date or five (5) business days after the public announcement

of such record date, and (b) in the case of information that is required to be updated and supplemented to be true and correct as

of ten (10) business days before the meeting or any adjournment or postponement thereof, not later than eight (8) business days

before the meeting or any adjournment or postponement thereof (or if not practicable to provide such updated and supplemental information

not later than eight (8) business days before any adjournment or postponement, on the first practicable date before any such adjournment

or postponement). For the avoidance of doubt, the obligation to update and supplement as set forth in this Section 1.5(c) or

any other Section of these Bylaws shall not limit the Corporation’s rights with respect to any deficiencies in any notice provided

by a stockholder, extend any applicable deadlines hereunder or enable or be deemed to permit a stockholder who has previously submitted

notice hereunder to amend or update any proposal or to submit any new proposal, including by changing or adding matters, business or resolutions

proposed to be brought before a meeting of the stockholders.

(d)            General.

(1)            Only

such persons who are nominated in accordance with the procedures set forth in this Section 1.5 shall be eligible to be elected at

an annual or special meeting of stockholders of the Corporation to serve as directors and only such business shall be conducted at a meeting

of stockholders as shall have been brought before the meeting in accordance with the procedures set forth in this Section 1.5. Further,

notwithstanding the provisions of this Section 1.5, unless otherwise required by law, (x) a stockholder shall not solicit proxies

in support of director nominees other than the Corporation’s nominees unless such stockholder has complied with Rule 14a-19

promulgated under the Exchange Act in connection with the solicitation of such proxies, and (y) if any stockholder (A) provides

notice of the information required by Rule 14a-19(b) promulgated under the Exchange Act and (B) subsequently fails to comply

with the requirements of Rule 14a-19(a)(2) and Rule 14a-19(a)(3) promulgated under the Exchange Act, including the

provision to the Corporation of notice required with respect to such nomination(s) in a timely manner, then the nomination of each

person nominated by such stockholder for election as a director shall be disregarded, notwithstanding that proxies or votes in respect

to the election of the candidate for nomination may have been received by the Corporation (which proxies and votes shall be disregarded).

Upon request by the Corporation, if any stockholder provides notice of the information required by Rule 14a-19(b) promulgated

under the Exchange Act, such stockholder shall deliver to the Corporation, no later than five (5) business days prior to the applicable

meeting, reasonable evidence that it has met the requirements of Rule 14a-19(a)(3) promulgated under the Exchange Act. Except

as otherwise provided by law, the chairman of the meeting shall have the power and duty (i) to determine whether a nomination or

any business proposed to be brought before the meeting was made or proposed, as the case may be, in accordance with the procedures set

forth in this Section 1.5 (including whether the stockholder or beneficial owner, if any, on whose behalf the nomination or proposal

is made solicited (or is part of a group which solicited) or did not so solicit, as the case may be, proxies in support of such stockholder’s

nominee or proposal in compliance with such stockholder’s representation as required by clause (a)(2)(C)(vi) of this Section 1.5)

and (ii) if any proposed nomination or proposed business was not made or proposed in compliance with this Section 1.5, to declare

that such nomination shall be disregarded or that such proposed business shall not be transacted.

(2)            In

addition, a stockholder or stockholders providing notice of a nomination pursuant to this Section 1.5 shall have no right to substitute

or replace any proposed nominee unless such substitute or replacement is nominated in accordance with this Section 1.5 (including

the timely provision of all information and certifications with respect to such substitute or replacement proposed nominee in accordance

with the deadlines in this Section 1.5). If the Corporation provides notice to a stockholder that the number of proposed nominees

proposed by such stockholder exceeds the number of directors to be elected at a meeting, the stockholder must provide written notice to

the Corporation within five (5) business days stating the names of the proposed nominees that have been withdrawn so that the number

of proposed nominees proposed by such stockholder no longer exceeds the number of directors to be elected at a meeting. If any individual

who is nominated in accordance with this Section 1.5 becomes unwilling or unable to serve on the Board of Directors, then the nomination

of such proposed nominee shall be disregarded, notwithstanding that proxies or votes in respect to the election of the proposed nominee

may have been received by the Corporation. Further, notwithstanding the foregoing provisions of this Section 1.5, if the stockholder

(or a qualified representative of the stockholder) does not appear at the annual or special meeting of stockholders of the Corporation

to present the nomination to the Board of Directors or to present the proposed business, such nomination shall be disregarded and such

proposed business shall not be transacted, notwithstanding that proxies in respect of such vote may have been received by the Corporation. For

purposes of this Section 1.5, to be considered a qualified representative of the stockholder, a person must be authorized by a writing

executed by such stockholder or an electronic transmission delivered by such stockholder to act for such stockholder as proxy at the meeting

of stockholders and such person must produce such writing or electronic transmission, or a reliable reproduction of the writing or electronic

transmission, at the meeting of stockholders.

(3)            For

purposes of this Section 1.5, (i) “public announcement” shall mean disclosure in a press release reported

by a national news service or in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to

the Exchange Act, and (ii) “business day” shall mean any day, other than Saturday, Sunday and any day on which

banks located in the State of New York are authorized or obligated by applicable law to close.

(4)            Notwithstanding

the foregoing provisions of this Section 1.5, a stockholder shall also comply with all applicable requirements of the Exchange Act

and the rules and regulations thereunder with respect to the matters set forth in this Section 1.5; provided, however, that

any references in these Bylaws to the Exchange Act or the rules and regulations promulgated thereunder are not intended to and shall

not limit any requirements applicable to nominations to be considered pursuant to this Section 1.5, and compliance with this Section 1.5

shall be the exclusive means for a stockholder to make director nominations. Nothing in this Section 1.5 shall be deemed

to affect any rights (i) of stockholders to request inclusion of proposals in the Corporation’s proxy statement pursuant to

Rule 14a-8 under the Exchange Act or (ii) of the holders of any series of preferred stock to elect directors pursuant to any

applicable provisions of the Corporation’s Articles of Incorporation.

Section 1.6             Quorum.

Subject to the rights of the

holders of any series of preferred stock and except as otherwise provided by law or in the Articles of Incorporation or these Bylaws,

at any meeting of stockholders, the holders of a majority in total voting power of the outstanding shares of stock entitled to vote at

the meeting shall be present or represented by proxy, regardless of whether the proxy has authority to vote on any matter, in order to

constitute a quorum for the transaction of any business. The chairman of the meeting shall have the power and duty to determine

whether a quorum is present at any meeting of the stockholders. Shares of its own stock belonging to the Corporation or to

another corporation, if a majority of the shares entitled to vote in the election of directors of such other corporation is held, directly

or indirectly, by the Corporation, shall neither be entitled to vote nor be counted for quorum purposes; provided, however, that the foregoing

shall not limit the right of the Corporation or any subsidiary of the Corporation to vote stock, including, but not limited to, its own

stock, held by it in a fiduciary capacity. In the absence of a quorum, the chairman of the meeting may adjourn or postpone

the meeting from time to time in the manner provided in Section 1.7 hereof until a quorum shall be present.

Section 1.7             Adjournment.

Any meeting of stockholders,

annual or special, may be adjourned from time to time solely by the chairman of the meeting because of the absence of a quorum or for

any other reason (including to address technical failures to convene or continue a meeting using remote communication) and to reconvene

at the same or some other time, date and place, if any, or by means of remote communication. Notice need not be given of any

such adjourned meeting if the time, date and place, if any, and the means of remote communications, if any, thereof are (a) announced

at the meeting at which the adjournment is taken, (b) displayed, during the time scheduled for the meeting, on the same electronic

network used to enable stockholders and proxy holders to participate in the meeting by means of remote communication, (c) set forth

in the notice of meeting given in accordance with this Article I or (d) provided in any other manner permitted by the Nevada

Revised Statutes (as the same may be amended from time to time, the “NRS”). The chairman of the meeting

shall have full power and authority to adjourn a stockholder meeting in his sole discretion even over stockholder opposition to such adjournment. The

stockholders present at a meeting shall not have the authority to adjourn the meeting. If the time, date and place, if any,

thereof, and the means of remote communication, if any, by which the stockholders and the proxy holders may be deemed to be present in

person and vote at such adjourned meeting are announced at the meeting at which the adjournment is taken, displayed, during the time scheduled

for the meeting, on the same electronic network used to enable stockholders and proxyholders to participate in the meeting by means of

remote communication, or set forth in the notice of meeting, and the adjournment is for less than sixty (60) calendar days,

no notice need be given of any such adjourned meeting. If the adjournment is for more than sixty (60) calendar days

or if after the adjournment a new record date for determining stockholders entitled to vote at the adjourned meeting is fixed

for the adjourned meeting, then notice shall be given to each stockholder entitled to vote at the meeting. At the

adjourned meeting, the stockholders may transact any business that might have been transacted at the original meeting.

Section 1.8             Organization.

The Chairman of the Board, or

in the Chairman of the Board’s absence or at the Chairman of the Board’s direction, the President, or in the President’s

absence or at the President’s direction, any officer of the Corporation, shall call to order meetings of stockholders and preside

over and act as chairman of such meetings. The Board of Directors or, if the Board of Directors fails to act, the stockholders,

may appoint any stockholder, director or officer of the Corporation to act as chairman of any meeting in the absence of the Chairman of

the Board, the President and other officers. The date and time of the opening and closing of the polls for each matter

upon which the stockholders will vote at a meeting shall be determined by the chairman of the meeting and announced at the meeting. The

Board of Directors may adopt by resolution such rules and regulations for the conduct of the meeting of stockholders as it shall

deem appropriate. Unless otherwise determined by the Board of Directors, the chairman of the meeting shall have the exclusive

right and authority to determine the agenda and order of business and to prescribe other such rules, regulations and procedures and shall

have the authority in his or her discretion to convene and regulate the conduct of any such meeting. Such rules, regulations

or procedures, whether adopted by the Board of Directors or prescribed by the chairman of the meeting, may include, without limitation,

the following: (i) rules and procedures for maintaining order at the meeting and the safety of those present; (ii) limitations

on attendance at or participation in the meeting to stockholders of record of the Corporation, their duly authorized and constituted proxies

or such other persons as the chairman of the meeting shall determine; (iii) restrictions on entry to the meeting after the time fixed

for the commencement thereof; and (iv) limitations on the time allotted to questions or comments by participants. Unless

and to the extent determined by the Board of Directors or the chairman of the meeting, meetings of stockholders shall not be required

to be held in accordance with the rules of parliamentary procedure.

The Secretary, or in the Secretary’s

absence, any Assistant Secretary, shall act as secretary of all meetings of stockholders, but, in the absence of the Secretary or an Assistant

Secretary, the chairman of the meeting may appoint any other person to act as secretary of the meeting.

Section 1.9             Postponement

or Cancellation of Meeting.

Any previously scheduled annual

or special meeting of the stockholders may be postponed, rescheduled or canceled by resolution of the Board of Directors upon public notice

given prior to the time previously scheduled for such meeting of stockholders.

Section 1.10           Voting.

Subject to the rights of the

holders of any series of preferred stock and except as otherwise provided by law, the Articles of Incorporation or these Bylaws and except

for the election of directors, at any meeting duly called and held at which a quorum is present, the affirmative vote of a majority of

the combined voting power of the outstanding shares present in person or represented by proxy at the meeting and entitled to vote on the

subject matter shall be the act of the stockholders. Subject to the rights of the holders of any series of preferred stock,

at any meeting duly called and held for the election of directors at which a quorum is present, directors shall be elected by a plurality

of the combined voting power of the outstanding shares present in person or represented by proxy at the meeting and entitled to vote on

the election of directors.

Any stockholders directly or

indirectly soliciting proxies from other stockholders must use a proxy card color other than white, which shall be reserved for the exclusive

use of the Board of Directors.

Section 1.11           Remote

Communications.

For purposes of these Bylaws,

if authorized by the Board of Directors in its sole discretion, and subject to such guidelines and procedures as the Board of Directors

may adopt, stockholders and proxyholders may, by means of remote communication (including any form of communication described in subsection

4 of NRS 78.320):

(a)            participate

in a meeting of stockholders; and

(b)            be

deemed present in person and vote at a meeting of stockholders whether such meeting is to be held at a designated place or solely by means

of remote communication, provided that (i) the Corporation shall implement reasonable measures to verify that each person deemed

present and permitted to vote at the meeting by means of remote communication is a stockholder or proxyholder, (ii) the Corporation

shall implement reasonable measures to provide such stockholders and proxyholders a reasonable opportunity to participate in the meeting

and to vote on matters submitted to the stockholders, including an opportunity to read or hear the proceedings of the meeting substantially

concurrent with such proceedings, and (iii) if any stockholder or proxyholder votes or takes other action at the meeting by means

of remote communication, a record of such vote or other action shall be maintained by the Corporation.

Such participation in a meeting by such means

shall constitute presence in person at such meeting.

Section 1.12           Delivery

to the Corporation.

Whenever this Article I

requires one or more persons (including a record or beneficial owner of shares of the Corporation) to deliver a document or information

to the Corporation or any officer, employee or agent thereof (including any notice, request, questionnaire, revocation, representation

or other document or agreement), such document or information shall be in writing exclusively (and not in an electronic transmission)

and shall be delivered to the principal executive offices of the Corporation exclusively by hand (including, without limitation, by overnight

courier service) or by certified or registered mail, return receipt requested, and the Corporation shall not be required to accept delivery

of any document not in such written form or so delivered.

Article II

BOARD OF DIRECTORS

Section 2.1             Number

and Term of Office.

(a)            Subject

to any limitations set forth in the Articles of Incorporation and to any provision of the NRS relating to the powers or rights conferred

upon or reserved to the stockholders or the holders of any class or series of the issued and outstanding stock of the Corporation, the

business and affairs of the Corporation shall be managed, and all corporate powers shall be exercised, by or under the direction of the Board

of Directors. Subject to any rights of the holders of any series of preferred stock to elect additional directors, the Board

of Directors shall be comprised of not less than three (3) members and the exact number will be fixed from time

to time by the Board of Directors by resolution adopted by the affirmative vote of not less than 75% of the members of the Board

of Directors then in office. Directors need not be stockholders of the Corporation. The Board of Directors shall

nominate the persons serving as Chairman of the Board and Chief Executive Officer for election as directors at any

meeting at which such persons are subject to election as directors.

(b)            Except

as otherwise fixed by the Articles of Incorporation relating to the rights of the holders of any series of preferred stock to separately

elect additional directors, which additional directors are not required to be classified pursuant to the terms of such series of preferred

stock (the “Preferred Stock Directors”), the Board of Directors will be divided into three (3) classes: Class I,

Class II and Class III. Each class shall consist, as nearly as possible, of a number of directors equal to one-third

(1/3) of the then authorized number of members of the Board of Directors (other than the Preferred Stock Directors). The term

of office of the initial Class I directors shall expire at the annual meeting of stockholders in 2026; the term of office of

the initial Class II directors shall expire at the annual meeting of stockholders in 2027; and the term of office of the initial

Class III directors will expire at the annual meeting of stockholders in 2028. At each annual meeting of stockholders of

the Corporation the successors of the class of directors whose term expires at that meeting shall be elected to hold office in accordance

with Section B of Article V of the Articles of Incorporation for a term expiring at the annual meeting of stockholders held

in the third year following the year of their election. The directors of each class will hold office until the expiration of

the term of such class and until their respective successors are elected and qualified or until such director’s earlier death, resignation

or removal.

Section 2.2             Resignations.

Any director of the Corporation,

or any member of any committee, may resign at any time by giving notice in writing or by electronic transmission to the

Board of Directors, the Chairman of the Board, the Chief Executive Officer, or the President or Secretary. Any such resignation

shall take effect at the time specified therein or, if the time be not specified therein, then upon receipt thereof. The acceptance

of such resignation shall not be necessary to make it effective unless otherwise stated therein.

Section 2.3             Removal

of Directors.

Directors may be removed from

office only in accordance with Article V, Section C of the Articles of Incorporation.

Section 2.4             Newly

Created Directorships and Vacancies.

Subject to the rights of the

holders of any series of preferred stock, vacancies on the Board of Directors resulting from death, resignation, removal, disqualification

or other cause, and newly created directorships resulting from any increase in the number of directors on the Board of Directors, will

be filled only by the affirmative vote of a majority of the remaining directors then in office (even though less than a quorum)

or by the sole remaining director. Any director elected in accordance with the preceding sentence will hold office for the

remainder of the full term of the class of directors in which the vacancy occurred or to which the new directorship is apportioned, and

until such director’s successor will have been elected and qualified or until such director’s earlier death, resignation or

removal. No decrease in the number of directors constituting the Board of Directors will shorten the term of any incumbent

director, except as may be provided in the terms of any series of preferred stock with respect to any additional director elected by the

holders of such series of preferred stock. If at any time, by reason of death or resignation or other cause, the Corporation

should have no directors in office, then any officer or any stockholder may call a special meeting of stockholders in the same manner

that the Board of Directors may call such a meeting, and directors for the unexpired terms may be elected at such special meeting.

Section 2.5             Meetings.

Regular meetings of the Board

of Directors shall be held on such dates and at such times and places, within or without the State of Nevada, as shall from time to time

be determined by the Board of Directors, such determination to constitute the only notice of such regular meetings to which any director

shall be entitled. In the absence of any such determination, such meeting shall be held, upon notice to each director in accordance

with Section 2.6 of this Article II, at such times and places, within or without the State of Nevada, as shall be designated

in the notice of meeting.

Special meetings of the Board

of Directors shall be held at such times and places, if any, within or without the State of Nevada, as shall be designated in

the notice of the meeting in accordance with Section 2.6 hereof. Special meetings of the Board of Directors may be

called by the Chairman of the Board, and shall be called by the Chief Executive Officer, President or Secretary upon the

written request of not less than 75% of the members of the Board of Directors then in office.

Section 2.6             Notice

of Meetings.

The Secretary, or in his absence

any other officer of the Corporation, shall give each director notice of the time and place of holding of any regular meetings (if

required) or special meetings of the Board of Directors, in accordance with Section 5.4 of these Bylaws, by mail at least ten

(10) calendar days before the meeting, or by courier service at least three (3) calendar days before the meeting,

or by facsimile transmission, electronic mail or other electronic transmission, or personal service, in each case, at

least twenty-four (24) hours before the meeting, unless notice is waived in accordance with Section 5.4 of these Bylaws. Unless

otherwise stated in the notice thereof, any and all business may be transacted at any meeting without specification of such business in

the notice.

Section 2.7             Meetings

by Conference Telephone or Other Communications.

Members of the Board of Directors,

or any committee thereof, may participate in a meeting of the Board of Directors or such committee by means of electronic communications,

videoconferencing, teleconferencing or other available technology (including any form of communication described in subsection 3 of NRS

78.315) if the Corporation has implemented reasonable measures to: (a) verify the identity of each person participating through such

means as a director or member of the governing body or committee, as the case may be; and (b) provide the directors or members a

reasonable opportunity to participate in the meeting and to vote on matters submitted to the directors or members, as the case may be,

including an opportunity to communicate and to read or hear the proceedings of the meeting in a substantially concurrent manner with such

proceedings. Such participation in a meeting by such means shall constitute presence in person at such meeting.

Section 2.8             Quorum

and Organization of Meetings.

A majority of the total number

of members of the Board of Directors then in office shall constitute a quorum for the transaction of business, but, if at any meeting

of the Board of Directors (whether or not adjourned from a previous meeting) there shall be less than a quorum present, a majority of

those present may adjourn the meeting to another time, date and place, and the meeting may be held as adjourned without further notice

or waiver. Except as otherwise provided by law, the Articles of Incorporation or these Bylaws, a majority of the directors

present at any meeting at which a quorum is present may decide any question brought before such meeting. Meetings shall be

presided over by the Chairman of the Board or in his absence by such other person as the directors may select. The Board of

Directors shall keep written minutes of its meetings. The Secretary shall act as secretary of the meeting, but in his absence

the chairman of the meeting may appoint any person to act as secretary of the meeting.

The Board of Directors may designate

one or more committees, each committee to consist of one or more of the directors of the Corporation. The Board of Directors

may designate one or more directors as alternate members of any committee to replace absent or disqualified members at any meeting of

such committee. Unless the Board of Directors designates alternate members pursuant to the prior sentence, if a member of a

committee shall be absent from any meeting, or disqualified from voting thereat, the remaining member or members present and not disqualified

from voting, whether or not such member or members constitute a quorum, may, by a unanimous vote, appoint another member of the Board

of Directors to act at the meeting in place of any such absent or disqualified member. Any such committee, to the extent provided

in a resolution of the Board of Directors passed as aforesaid, shall have and may exercise all the powers and authority of the Board of

Directors in the management of the business and affairs of the Corporation, and may authorize the seal of the Corporation to be impressed

on all papers that may require it, but no such committee shall have the power or authority of the Board of Directors in reference to (i) approving

or adopting, or recommending to the stockholders, any action or matter expressly required by the laws of the State of Nevada to be submitted

to the stockholders for approval or (ii) adopting, amending or repealing any Bylaw of the Corporation. Such committee

or committees shall have such name or names as may be determined from time to time by resolution adopted by the Board of Directors. Unless

otherwise specified in the resolution of the Board of Directors designating a committee, at all meetings of such committee a majority

of the total number of members of the committee shall constitute a quorum for the transaction of business, and the vote of a majority

of the members of the committee present at any meeting at which there is a quorum shall be the act of the committee. Each committee

shall keep written minutes of its meetings. Unless the Board of Directors otherwise provides, each committee designated by

the Board of Directors may make, alter and repeal rules for the conduct of its business. In the absence of such rules each

committee shall conduct its business in the same manner as the Board of Directors conducts its business pursuant to Article II of

these Bylaws.

Section 2.9             Indemnification.

The Corporation will indemnify

members of the Board of Directors and officers of the Corporation and their respective heirs, personal representatives and successors

in interest for or on account of any action performed on behalf of the Corporation, to the fullest extent permitted by the laws of the

State of Nevada and the Corporation’s Articles of Incorporation, as now or hereafter in effect.

Section 2.10           Indemnity

Undertaking.

To the extent not prohibited

by law, the Corporation shall indemnify any person who is or was, or is threatened to be made, a party to any threatened, pending or completed

action, suit or proceeding (a “Proceeding”), whether civil, criminal, administrative or investigative, including, without

limitation, an action by or in the right of the Corporation to procure a judgment in its favor, by reason of the fact that such person,

or a person of whom such person is the legal representative, is or was a director or officer of the Corporation, or is or was serving

in any capacity at the request of the Corporation for any other corporation, partnership, limited liability company, joint venture, trust,

employee benefit plan or other enterprises (an “Other Entity”), against all judgments, fines, penalties, excise taxes,

amounts paid in settlement and costs, charges and expenses (including attorneys’ fees) reasonably incurred by such person in connection

with such Proceeding. Persons who are not directors or officers of the Corporation may be similarly indemnified in respect

of service to the Corporation or to an Other Entity at the request of the Corporation to the extent the Board of Directors at any time

specifies that such persons are entitled to the benefits of this Section 2.10. Except as otherwise provided in Section 2.12

hereof, the Corporation shall be required to indemnify a person in connection with a proceeding (or part thereof) commenced by such person

only if the commencement of such proceeding (or part thereof) by the person was authorized by the Board of Directors.

Section 2.11           Advancement

of Expenses.

The Corporation shall, from

time to time, reimburse or advance to any director, officer or other person entitled to indemnification hereunder the funds necessary

for payment of expenses, including attorneys’ fees, incurred in connection with any Proceeding in advance of the final

disposition of such Proceeding upon receipt by the Corporation of an undertaking, by or on behalf of such director or officer or such person,

to repay the amounts advanced if it shall ultimately be determined by final judicial decision from which there is no further

right of appeal that such director, officer or other person is not entitled to be indemnified for such expenses. Except as

otherwise provided in Section 2.12 hereof, the Corporation shall be required to reimburse or advance expenses incurred by a person

in connection with a proceeding (or part thereof) commenced by such person only if the commencement of such proceeding (or part thereof)

by the person was authorized by the Board of Directors.

Section 2.12           Claims.

If a claim for indemnification

or reimbursement or advancement of expenses under this Article II is not paid in full within sixty (60) calendar days

after a written claim therefor by the person seeking indemnification or reimbursement or advancement of expenses has been received by

the Corporation, the person may file suit to recover the unpaid amount of such claim and, if successful, in whole or in part, shall be

entitled to be paid the expense (including attorneys’ fees) of prosecuting such claim to the fullest extent permitted

by Nevada law. In any such action the Corporation shall have the burden of proving that the person seeking indemnification

or reimbursement or advancement of expenses is not entitled to the requested indemnification, reimbursement or advancement of expenses

under applicable law.

Section 2.13           Amendment,

Modification or Repeal.

Any amendment, modification

or repeal of the foregoing provisions of this Article II shall not adversely affect any right or protection hereunder of any

person entitled to indemnification under Section 2.9 hereof in respect of any act or omission occurring prior to the time of such

amendment, modification or repeal.

Section 2.14           Executive

Committee of the Board of Directors.

The Board of Directors, by the

affirmative vote of not less than 75% of the members of the Board of Directors then in office, may designate an executive committee, all

of whose members shall be directors, to manage and operate the affairs of the Corporation or particular properties or enterprises of the

Corporation. Subject to the limitations of the law of the State of Nevada, the Articles of Incorporation and Section 2.8

hereof, such executive committee shall exercise all powers and authority of the Board of Directors in the management of the business and

affairs of the Corporation including, but not limited to, the power and authority to authorize the issuance of shares of common or preferred

stock. The executive committee shall keep written minutes of its meetings and report to the Board of Directors not less often

than quarterly on its activities and shall be responsible to the Board of Directors for the conduct of the enterprises and affairs entrusted

to it. Regular meetings of the executive committee, of which no notice shall be necessary, shall be held at such time, dates

and places, if any, as shall be fixed by resolution adopted by the executive committee. Special meetings of the executive

committee shall be called at the request of the Chief Executive Officer or of any member of the executive committee, and shall

be held upon such notice as is required by these Bylaws for special meetings of the Board of Directors, provided that oral notice by telephone

or otherwise, or notice by electronic transmission shall be sufficient if received not later than the day immediately preceding the

day of the meeting.

Section 2.15           Other

Committees of the Board of Directors.

The Board of Directors may by

resolution establish committees other than an executive committee and shall specify with particularity the powers and duties of any such

committee. Subject to the limitations of the laws of the State of Nevada, the Articles of Incorporation and Section 2.8

hereof, any such committee shall exercise all powers and authority specifically granted to it by the Board of Directors, which powers

may include the authority to authorize the issuance of shares of common or preferred stock. Such committees shall serve at

the pleasure of the Board of Directors, keep written minutes of their meetings and have such names as the Board of Directors by resolution

may determine. Each committee acts under the power delegated to it by the Board of Directors and must exercise its respective powers in

good faith and with a view to the interests of the Corporation.

Section 2.16           Directors’ Compensation.

Directors shall receive such

compensation for attendance at any meetings of the Board of Directors and any expenses incidental to the performance of their duties as

the Board of Directors shall determine by resolution. Such compensation may be in addition to any compensation received by

the members of the Board of Directors in any other capacity.

Section 2.17           Action

Without Meeting.

Nothing contained in these Bylaws

shall be deemed to restrict the power of members of the Board of Directors or any committee designated by the Board of Directors to take

any action required or permitted to be taken by them without a meeting in accordance with Section 78.315 of the NRS; provided, however,

that if such action is taken without a meeting by written consent, a director may use any form of signature for such written consent authorized

by Section 75.070 of the NRS, including, without limitation, an electronic signature as defined in Section 719.100 of the NRS.

Section 2.18           Chairman

of the Board of Directors.

The Board of Directors shall

elect a Chairman of the Board of Directors (the “Chairman of the Board”) from among the members of the Board of Directors. The

Chairman of the Board shall preside at all meetings of the stockholders and of the Board of Directors, at which he is present, and perform

such other duties and exercise such other powers as from time to time may be assigned to him by these Bylaws or by the Board of Directors.

Article III

OFFICERS

Section 3.1             Executive

Officers.

The Board of Directors shall

elect from its own number, a Chief Executive Officer and a President. The Board of Directors may also elect such Vice

Presidents as in the opinion of the Board of Directors the business of the Corporation requires, a Treasurer and a Secretary, any of whom

may or may not be directors. The Board of Directors may also elect, from time to time, such other or additional officers as

in its opinion are desirable for the conduct of business of the Corporation and such officers shall hold office at the pleasure of

the Board of Directors; provided, however, that the Chief Executive Officer shall not hold any other office except that the

Chief Executive Officer may serve as President.

Section 3.2             Powers

and Duties of Officers.

The Chief Executive Officer shall,

subject to the authority of the Board of Directors, have overall responsibility for the management and direction of the business and affairs

of the Corporation and shall exercise such duties as customarily pertain to the office of chief executive officer and such other

duties as may be prescribed from time to time by the Board of Directors. The Chief Executive Officer shall be the senior officer

of the Corporation and in case of the inability or failure of the President to perform his or her duties, the Chief Executive Officer

shall perform the duties of the President. In the absence or disability of the Chairman of the Board, the Chief Executive

Officer shall perform the duties and exercise the powers of the Chairman of the Board. The Chief Executive Officer may

appoint and terminate the appointment or election of officers, agents or employees other than those appointed or elected by the Board

of Directors. The Chief Executive Officer may sign, execute and deliver, in the name of the Corporation, powers of attorney,

contracts, bonds and other obligations. The Chief Executive Officer shall perform such other duties as may be prescribed

from time to time by the Board of Directors or these Bylaws.

The President of the Corporation shall

be under the direction of the Chief Executive Officer and shall exercise such powers and duties as may be delegated by the Chief Executive

Officer and such other duties as may be prescribed from time to time by the Board of Directors or assigned to him or her by

these Bylaws. The President may sign, execute and deliver, in the name of the Corporation, powers of attorney, contracts, bonds

and other obligations.

Vice Presidents shall have such

powers and perform such duties as may be assigned to them by the Chief Executive Officer, the President, the executive committee,

if any, or the Board of Directors. A Vice President may sign and execute contracts and other obligations pertaining to the

regular course of his or her duties which implement policies established by the Board of Directors.

Unless the Board of Directors

otherwise declares by resolution, the Treasurer shall have general custody of all the funds and securities of the Corporation and general

supervision of the collection and disbursement of funds of the Corporation. The Treasurer shall endorse for collection on behalf

of the Corporation checks, notes and other obligations, and shall deposit the same to the credit of the Corporation in such bank or banks

or depository as the Board of Directors may designate. The Treasurer may sign, with the Chief Executive Officer, President

or such other person or persons as may be designated for the purpose by the Board of Directors, all bills of exchange or promissory notes

of the Corporation. The Treasurer shall enter or cause to be entered regularly in the books of the Corporation a full and accurate

account of all moneys received and paid by him or her on account of the Corporation, shall at all reasonable times exhibit his or her

books and accounts to any director of the Corporation upon application at the office of the Corporation during business hours and, whenever

required by the Board of Directors, the Chief Executive Officer, or the President, shall render a statement of his or her accounts. The

Treasurer shall perform such other duties as may be prescribed from time to time by the Board of Directors or by these Bylaws. The

Treasurer may be required to give bond for the faithful performance of his or her duties in such sum and with such surety as shall be

approved by the Board of Directors. Any Assistant Treasurer shall, in the absence or disability of the Treasurer, perform the

duties and exercise the powers of the Treasurer and shall perform such other duties and have such other powers as the Board of Directors

may from time to time prescribe.

The Secretary shall keep the

minutes of all meetings of the stockholders and of the Board of Directors. The Secretary shall cause notice to be given of

meetings of stockholders, of the Board of Directors, and of any committee appointed by the Board of Directors. The Secretary

shall have custody of the corporate seal, minutes and records relating to the conduct and acts of the stockholders and Board of Directors,

which shall, at all reasonable times, be open to the examination of any director. The Secretary or any Assistant Secretary

may certify the record of proceedings of the meetings of the stockholders or of the Board of Directors or resolutions adopted at such

meetings, may sign or attest certificates, statements or reports required to be filed with governmental bodies or officials, may sign

acknowledgments of instruments, may give notices of meetings and shall perform such other duties and have such other powers as the Board

of Directors may from time to time prescribe.

Section 3.3             Bank

Accounts.

In addition to such bank accounts

as may be authorized in the usual manner by resolution of the Board of Directors, the Treasurer, with approval of the Chief Executive

Officer or the President, may authorize such bank accounts to be opened or maintained in the name and on behalf of the Corporation

as he or she may deem necessary or appropriate, provided payments from such bank accounts are to be made upon and according to the check

of the Corporation, which may be signed jointly or singularly by either the manual or facsimile signature or signatures of such officers

or bonded employees of the Corporation as shall be specified in the written instructions of the Treasurer or Assistant Treasurer of the

Corporation with the approval of the Chief Executive Officer or the President of the Corporation.

Section 3.4             Proxies;

Stock Transfers.

Unless otherwise provided in

the Articles of Incorporation or directed by the Board of Directors, the Chief Executive Officer or the President or any Vice

President or their designees shall have full power and authority on behalf of the Corporation to attend and to vote upon all matters and

resolutions at any meeting of stockholders of any corporation in which this Corporation may hold stock, and may exercise on behalf of

this Corporation any and all of the rights and powers incident to the ownership of such stock at any such meeting, whether regular or

special, and at all adjournments thereof, and shall have power and authority to execute and deliver proxies and consents on behalf of

this Corporation in connection with the exercise by this Corporation of the rights and powers incident to the ownership of such stock,

with full power of substitution or revocation. Unless otherwise provided in the Articles of Incorporation or directed by the

Board of Directors, the Chief Executive Officer or the President or any Vice President or their designees shall have full power

and authority on behalf of the Corporation to transfer, sell or dispose of stock of any corporation in which this Corporation may hold

stock.

Article IV

CAPITAL STOCK

Section 4.1             Shares.

Unless specified in the resolution

of the Board of Directors approving an issuance of shares that the shares of the Corporation being issued in connection therewith shall

be certificated, the shares of the Corporation shall be uncertificated shares that may be evidenced by a book-entry system maintained

by the registrar of such stock or otherwise uncertificated in accordance with Nevada law. Certificates (if any) shall be signed

by or in the name of the Corporation by any two authorized officers of the Corporation, and sealed with the seal of the Corporation. Such

seal may be a facsimile, engraved or printed. Within a reasonable time after the issuance or transfer of uncertificated shares,

the Corporation, or the registrar or transfer agent with respect to such shares, shall send to the registered owner thereof a notice,

in writing or by electronic transmission, containing the information required to be set forth or stated on certificates pursuant to Sections

78.235 or 78.242 of the NRS. At least annually thereafter, the Corporation, or the transfer agent of such stock, shall provide to stockholders

of record a written confirmation of such information as may be required by NRS 78.235. Each stockholder of record of uncertificated shares,

by acceptance of uncertificated shares, consents to receipt of such information statements by electronic communication at the address

for electronic mail or other mode of electronic communications, if any, as may be on the records of the Corporation or its registrar,

or, if no such address is provided, such stockholder undertakes to create an account on the registrar’s online site for stockholders

and consents to receipt of such information by that means of communication.

Any of or all the signatures

on a certificate may be facsimile. In case any officer, transfer agent or registrar who has signed or whose facsimile signature

has been placed upon a certificate shall have ceased to be such an officer, transfer agent or registrar before such certificate is issued,

it may be issued by the Corporation with the same effect as if such officer, transfer agent or registrar had not ceased to hold such position

at the time of its issuance.

Except as otherwise expressly

provided by law, the rights and obligations of the holders of uncertificated shares and the rights and obligations of the holders of certificates

representing stock of the same class and series shall be identical.

Section 4.2             Transfer

of Shares.

(a)            Upon

surrender to the Corporation or the transfer agent of a certificate for shares duly endorsed or accompanied by proper evidence of succession,

assignation or authority to transfer, it shall be the duty of the Corporation to issue a new certificate to the person entitled thereto,

cancel the old certificate and record the transaction upon its books. Upon receipt of proper transfer instructions from the

registered owner of uncertificated shares such uncertificated shares shall be cancelled, and the issuance of new equivalent uncertificated

shares or certificated shares shall be made to the person entitled thereto and the transaction shall be recorded upon the books of the

Corporation.

(b)            The

stockholder of record is the person whose name appears on the stock ledger of the Corporation as the owner of record of shares of any

class or series of the stock of the Corporation, and the term does not include a beneficial owner of shares who is not simultaneously

the owner of record of such shares as indicated in the stock ledger. The stockholder of record shall be deemed by the Corporation to be

the owner thereof for all purposes, and the Corporation shall not be bound to recognize any equitable or other claim to or interest in

such share or shares on the part of any other person, whether or not it shall have express or other notice thereof, except as otherwise

provided by the laws of the State of Nevada.

Section 4.3             Lost

Certificates.

The Board of Directors or any

transfer agent of the Corporation may direct a new certificate or certificates or uncertificated shares representing stock of the Corporation

to be issued in place of any certificate or certificates theretofore issued by the Corporation, alleged to have been lost, stolen or destroyed,

upon the making of an affidavit of that fact by the person claiming the certificate to be lost, stolen or destroyed. When authorizing

such issue of a new certificate or certificates or uncertificated shares, the Board of Directors (or any transfer agent of the Corporation

authorized to do so by a resolution of the Board of Directors) may, in its discretion and as a condition precedent to the issuance thereof,

require the owner of such lost, stolen or destroyed certificate or certificates, or his legal representative, to give the Corporation

a bond in such sum as the Board of Directors (or any transfer agent so authorized) shall direct to indemnify the Corporation and the transfer

agent against any claim that may be made against the Corporation with respect to the certificate alleged to have been lost, stolen or

destroyed or the issuance of such new certificates or uncertificated shares, and such requirement may be general or confined to specific

instances.

Section 4.4             Transfer

Agent and Registrar.

The Board of Directors may appoint

one or more transfer agents and one or more registrars, and may require all certificates for shares to bear the manual or facsimile signature

or signatures of any of them. The transfer agent and registrar may be the same person or entity.

Section 4.5             Regulations.

The Board of Directors shall

have power and authority to make all such rules and regulations as it may deem expedient concerning the issue, transfer, registration,

cancellation and replacement of certificates representing stock of the Corporation or uncertificated shares, which rules and regulations

shall comply in all respects with the rules and regulations of the transfer agent.

Article V

GENERAL PROVISIONS

Section 5.1             Offices.

The Corporation shall maintain

a registered office in the State of Nevada as required by the laws of the State of Nevada. The Corporation may also have offices

in such other places, either within or without the State of Nevada, as the Board of Directors may from time to time designate or as the

business of the Corporation may require.

Section 5.2             Corporate

Seal.

The corporate seal shall have

inscribed thereon the name of the Corporation, the year of its organization, and the words “Corporate Seal” and “Nevada.”

Section 5.3             Fiscal

Year.

The fiscal year of the Corporation

shall be determined by resolution of the Board of Directors.

Section 5.4             Notices

and Waivers Thereof.

Whenever any notice is

required by the laws of the State of Nevada, the Articles of Incorporation or these Bylaws to be given by the Corporation to

any stockholder, director or officer, such notice, except as otherwise provided by law, may be given personally, by mail, by courier service,

by electronic mail or by other electronic transmission permissible under applicable law. Any notice given by electronic

mail shall be deemed to have been given when it shall have been directed to such stockholder’s, director’s or officer’s

electronic mail address as it appears on the records of the Corporation unless, in the case of a stockholder, such stockholder has notified

the Corporation in writing by mail (or personally or by courier service) or by electronic mail of an objection to receiving notice by

electronic mail, or consent for receipt of such notice by electronic mail is deemed revoked pursuant to Section 75.150(3) of

the NRS, any notice given by mail shall be deemed to have been given when deposited in the United States mail with postage thereon

prepaid directed to such stockholder, director, or officer, as the case may be, at such stockholder’s, director’s, or

officer’s, as the case may be, address as it appears in the records of the Corporation, and any notice given by courier service

shall be deemed to have been given on the earlier of when such notice is received or left at such stockholder’s, director’s

or officer’s, as the case may be, address as it appears in the records of the Corporation. An affidavit of the Secretary

or Assistant Secretary or of the transfer agent or other agent of the Corporation that the notice has been given by personal delivery,

by mail, by courier service, or by a form of electronic transmission shall, in the absence of fraud, be prima facie evidence of the facts

stated therein.

Whenever any notice is required

to be given by law, the Articles of Incorporation, or these Bylaws to the person entitled to such notice, a waiver thereof, in

writing signed by the person, or by electronic transmission, whether before or after the meeting or the time stated therein, shall

be deemed equivalent in all respects to such notice to the full extent permitted by law. If such waiver is given by electronic

transmission, the electronic transmission must either set forth or be submitted with information from which it can be determined that

the electronic transmission was authorized by the person waiving notice. In addition, notice of any meeting of the Board of

Directors, or any committee thereof, need not be given to any director if such director shall sign the minutes of such meeting or attend

the meeting, except that if such director attends a meeting for the express purpose of objecting at the beginning of the meeting to the

transaction of any business because the meeting is not lawfully called or convened, then such director shall not be deemed to have waived

notice of such meeting.

To the fullest extent permitted

by Section 78.370 of the NRS, or other applicable law, if the Corporation is a publicly traded corporation on the record date for

a meeting of its stockholders, notice to the stockholders with respect thereto may be satisfied by the Corporation’s timely filing,

pursuant to Section 14(a) of the Exchange Act, of a proxy statement or an amendment thereto.

Section 5.5             Saving

Clause.

These Bylaws are subject to

the provisions of the Articles of Incorporation and applicable law. In the event any provision of these Bylaws is inconsistent

with the Articles of Incorporation or the corporate laws of the State of Nevada, such provision shall be invalid to the extent only of

such conflict, and such conflict shall not affect the validity of any other provision of these Bylaws.

Section 5.6             Amendments.

In furtherance and not in limitation

of the powers conferred by the laws of the State of Nevada, the Board of Directors is hereby expressly authorized and empowered to adopt,

amend or repeal any provision of these Bylaws in accordance with Article V, Section F of the Articles of Incorporation.

Subject to the rights of the

holders of any series of preferred stock, these Bylaws may be adopted, amended or repealed by the affirmative vote of the holders of not

less than 66 ⅔% of the total voting power of the then outstanding capital stock of the Corporation entitled to vote thereon;

provided, however, that this paragraph shall not apply to, and no vote of the stockholders of the Corporation shall be required to authorize,

the adoption, amendment or repeal of any provision of these Bylaws by the Board of Directors in accordance with the preceding paragraph.

Section 5.7             Gender/Number.

As used in these Bylaws, the

masculine, feminine, or neuter gender, and the singular and plural number, shall include the other whenever the context so indicates.

Section 5.8             Electronic

Transmission.

For purposes of these Bylaws:

(a)            “electronic

transmission” shall have the meaning given such term in Section 75.050 of the NRS;

(b)            “electronic

mail” means an electronic transmission directed to a unique electronic mail address (which electronic mail shall be deemed to

include any files attached thereto and any information hyperlinked to a website if such electronic mail includes the contact information

of an officer or agent of the Corporation who is available to assist with accessing such files and information); and

mail address” means destination, commonly expressed as a string of characters, consisting of a unique user name or mailbox (commonly

referred to as the “local part” of the address) and a reference to an internet domain (commonly referred to as the “domain

part” of the address), whether or not displayed, to which electronic mail can be sent or delivered.

EX-99.1 — EXHIBIT 99.1

EX-99.1

Filename: tm2615239d1_ex99-1.htm · Sequence: 4

Exhibit 99.1

May 21, 2026

GCI Liberty Completes Name Change to Liberty Capital Corporation

ENGLEWOOD, Colo.--(BUSINESS WIRE)—Liberty Capital Corporation

(“Liberty Capital”) (Nasdaq: GLIBA, GLIBK) announced today that the company completed its name change from GCI Liberty, Inc.,

effective at the close of business today. The company’s stock tickers will remain unchanged. Liberty Capital’s Alaska subsidiary

will continue to operate under the GCI name and brand.

“We are excited to complete the transformation of GCI Liberty

to Liberty Capital Corporation. This change reflects our focus on expanding investments at the parent level beyond our core Alaska business,”

said Ron Duncan, Liberty Capital President and CEO. “Our new name aligns with the Liberty tradition of seeking to maximize shareholder

value in new and innovative ways even as we continue to serve our customers in Alaska under the GCI brand. We look forward to updating

the investment community on this evolution in the coming months and years.”

About Liberty Capital Corporation

Liberty

Capital Corporation. (Nasdaq: GLIBA, GLIBK) consists of its wholly owned subsidiary GCI. GCI is Alaska’s largest communications

provider, providing data, voice and managed services to consumer and business customers throughout Alaska, serving more than 200 communities.

GCI has invested $4.7 billion in its Alaska network and facilities over the past 47 years. Through a combination of ambitious network

initiatives, GCI continues to expand and strengthen its statewide network infrastructure to deliver the best possible connectivity to

its customers and close the digital divide in Alaska.

Liberty Capital Corporation

Hooper Stevens, +1 720-875-5406

Source: Liberty Capital Corporation

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 14a

-Subsection 12

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- Definition

Trading symbol of an instrument as listed on an exchange.

+ References

No definition available.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Securities Act

-Number 230

-Section 425

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