UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) ~~of the Securities Exchange Act of 1934~~

~~Date~~ of ~~Report~~the ~~(date~~Securities ofExchange ~~earliest~~Act ~~event reported):~~of ~~September 23, 2025~~1934

~~QVC~~Date of Report (date of earliest event reported): November 5, ~~INC.~~ 2025

QVC, Inc.

(Exact name of registrant as specified in its charter)

Delaware	~~001-38654~~	001-38654	~~23-2414041~~	23-2414041
(State or other jurisdiction of	(Commission		(I.R.S. Employer
(State or other jurisdiction ofincorporation or organization)		(CommissionFile Number)		(I.R.S. EmployerIdentification No.)
incorporation or organization)	File Number)		Identification No.)

1200 Wilson Drive

West Chester, PAPennsylvania 19380

(Address of principal executive offices and zip code)

Registrant’'s telephone number, including area code: (484) 701-1000

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 Act:

Title of each class	~~Trading Symbol(s)~~	~~Name of exchange on which registered~~	Trading Symbol	Name of each exchange on which registered
6.375% Senior Secured Notes due 2067	~~QVCD~~	~~New York Stock Exchange~~	QVCD	New York Stock Exchange
6.250% Senior Secured Notes due 2068	~~QVCC~~	~~New York Stock Exchange~~	QVCC	New York Stock Exchange

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 ¨ ☐

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. ¨ ☐

Item 52.0302. ~~Amendments~~Results ~~to Articles~~ of ~~Incorporation~~Operations orand ~~Bylaws;~~Financial ~~Change in Fiscal Year~~Condition.

On ~~September~~ 23November 5, 2025, ~~the sole stockholder of~~ QVC Group, Inc. ~~(the~~ ~~“Company”) approved the Amended and Restated Certificate of Incorporation~~ (~~the~~"QVC ~~“A&R COI”~~Group"), ~~and~~ the ~~Amended and~~parent ~~Restated~~company ~~By-Laws (the “A&R By-Laws”)~~ of ~~the~~QVC, ~~Company~~Inc. ~~The A&R COI became effective upon filing with the Secretary of State of the State of Delaware on September 23~~("QVC"), ~~2025~~issued ~~and~~a ~~the~~press ~~A&R~~release ~~By-Laws~~setting ~~became~~forth ~~effective concurrently with the effectiveness of the A&R COI. The A&R COI provides~~information, ~~among~~including ~~other~~financial ~~things~~information, ~~that,~~which ~~subject~~is intended to ~~certain~~supplement ~~governance rights of~~ the ~~sole~~financial ~~stockholder~~statements ~~of the~~and ~~Company,~~related ~~the~~Management's ~~business~~Discussion and ~~affairs~~Analysis of ~~the~~Financial ~~Company~~Condition ~~will~~and beResults ~~managed by, or under the direction~~ of, aOperations ~~board~~contained ofin ~~directors.~~QVC ~~The A&R COI requires the written consent or approval of the Company’~~Group's ~~sole~~Quarterly ~~stockholder~~Report ~~prior~~on toForm ~~the~~10-Q ~~issuance~~for ~~of stock,~~ the ~~amendment~~quarter ~~of the~~ended September ~~A&R COI~~30, ~~any merger~~2025, ~~consolidation~~which orwas ~~similar~~filed ~~transaction~~with or the ~~taking~~Securities ofand ~~any~~Exchange ~~corporate~~Commission ~~action that could reasonably be expected to have, directly or indirectly, an adverse effect~~ on November ~~the sole stockholder~~5, ~~its affiliates or their respective stakeholders (with certain exceptions)~~2025. ~~The A&R By-Laws provide, among other things, for the management of the Company and certain rights of the sole stockholder of the Company.~~

This ~~summary~~Current ofReport ~~the~~on ~~A&R~~Form ~~COI~~8-K and ~~A&R~~the ~~By-Laws~~press isrelease ~~qualified~~furnished ~~in its~~as ~~entirety~~Exhibit by99.1, ~~reference~~insofar toas ~~the~~they ~~full~~disclose ~~text~~historical information regarding QVC's results of ~~the~~operations ~~A&R~~or ~~COI~~financial ~~and~~condition ~~A&R~~for ~~By-Laws~~the quarter ended September 30, ~~which~~2025, are ~~filed~~being asfurnished ~~Exhibits~~to ~~3.1~~the Securities and ~~3.2,~~Exchange ~~respectively, to~~Commission ~~this~~under ~~Current~~Item ~~Report~~2.02 onof Form 8-K ~~and incorporated herein by reference~~.

Item 79.01. ~~Regulation~~Financial FDStatements ~~Disclosure~~and Exhibits.

~~On September 23, 2025, Jill Frizzley and Paul Keglevic were appointed to the Board of the Directors of the Company~~(d) Exhibits.

Item 9.01. Financial Statements and Exhibits.


Exhibit No.						Description
99.1						Press Release of QVC Group dated November 5, 2025 (incorporated by reference to Exhibit 99.1 to QVC Group's Current Report on form 8-K filed on November 5, 2025 (File No. 001-33982))
104						Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

~~(d) Exhibits~~SIGNATURE

Exhibit No.		Description
3.1		Amended and Restated Certificate of Incorporation of QVC, Inc.
3.2		Amended and Restated By-Laws of QVC, Inc.
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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


QVC, Inc.

Date: November 5, 2025			By:/s/ MATT OWEN
			Matt Owen
			Senior Vice President and Global Controller

SIGNATURE

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

Date: September 26, 2025

QVC, INC. By: /s/ Katherine C. Jewell Name: Katherine C. Jewell Title: Vice President and Secretary

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