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): ~~March~~September 2329, 2022

Liberty Media Acquisition Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-39920

85-3809075

(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 and zip code)

Registrant's telephone number, including area code: (720) 875-5800

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:

T
Title of each class	Trading symbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Series A common stock and one-fifth of one redeemable warrant	LMACU	The Nasdaq Stock Market LLC
Series A common stock, par value $0.0001 per share	LMACA	The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one share of Series A common stock at an exercise price of $11.50	LMACW	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 ☒

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 48.0201 ~~Non-Reliance~~Other ~~on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review~~Events.

InOn ~~connection~~September ~~with the preparation of its Annual Report on Form 10-K for the year ended December 31~~29, ~~2021~~2022, Liberty Media Acquisition Corporation ~~(the~~announced ~~“Company”) management determined~~ that it ~~needed~~had tofiled ~~account~~a ~~for~~preliminary ~~its~~proxy ~~Forward~~statement ~~Purchase~~relating ~~Agreement~~to as a ~~single~~special ~~freestanding~~meeting ~~financial~~of ~~instrument~~stockholders ~~versus~~to ~~two~~approve ~~freestanding~~an ~~financial~~amendment ~~instruments~~to ~~under~~LMAC’s ~~which~~certificate ~~the~~of ~~equity~~incorporation towhich ~~be issued~~ would, ~~get~~if ~~equity~~implemented, ~~treatment~~allow ~~and~~LMAC ~~the underlying warrants~~ to beunwind ~~issued~~and ~~were~~redeem ~~accounted~~all ~~for~~of inits ~~accordance~~outstanding ~~with~~public ~~the~~shares ~~guidance~~prior ~~contained~~to inDecember ~~Accounting~~30, ~~Standards Codification Topic 815~~2022, ~~Derivatives~~in ~~and~~advance ~~Hedging. As a result~~ of ~~assessing~~ the ~~Forward~~contractual ~~Purchase~~termination ~~Agreement~~date asof aJanuary ~~single freestanding financial instrument~~26, ~~the~~2023. ~~Company~~A ~~now~~copy ~~classifies~~of the ~~entirety~~press ofrelease ~~the~~is ~~Forward~~filed ~~Purchase~~herewith ~~Agreement~~ as aExhibit ~~liability~~99.1 atin ~~its~~compliance ~~fair~~with ~~value~~Rule ~~and~~14a-12 ~~adjusts~~under the ~~Forward~~Securities ~~Purchase~~and ~~Agreement~~Exchange toAct ~~fair~~of ~~value~~1934, atas ~~each~~amended, ~~reporting~~and ~~period~~is ~~through~~incorporated ~~the~~herein ~~statements~~by ~~of operations~~reference.

OnItem ~~March~~9.01. ~~23,~~Financial ~~2022,~~Statements the Audit Committee of the Board of Directors of the Company (the “Audit Committee”), after considering the recommendations of management, determined that the Company’s previously issued (i) audited balance sheet of the Company, dated as of January 26, 2021, included in a Current Report on Form 8-K filed by the Company on February 1, 2021, (ii) unaudited interim financial statements included in the Company’s Quarterly Report Form 10-Q for the quarterly period ended March 31, 2021 filed with the SEC on May 17, 2021, (iii) unaudited interim financial statements included in the Company’s Quarterly Report Form 10-Q for the quarterly period ended June 30, 2021 filed with the SEC on July 16, 2021 and (iv) unaudited interim financial statements included in the Company’s Quarterly Report Form 10-Q for the quarterly period ended September 30, 2021 filed with the SEC on October 19, 2021 should be restated for the Forward Purchase Agreement and no longer be relied uponExhibits.

~~The Audit Committee and management have discussed the matters disclosed in this Item 4.02 with Marcum LLP, its independent registered public accounting firm.~~

(d) Exhibits



Exhibit No.		Description
99.1		Press Release, dated September 29, 2022.
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, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

~~Date: March 29, 2022~~SIGNATURE

Pursuant to the requirements ~~Liberty~~of ~~Media~~the ~~Acquisition~~Securities ~~Corporation~~Exchange Act of 1934, as amended, the registrant ~~By:~~has ~~/s/~~duly ~~Wade~~caused ~~Haufschild~~this report to ~~Name:~~be ~~Wade~~signed ~~Haufschild~~on its behalf ~~Title:~~by ~~Senior~~the ~~Vice~~undersigned ~~President~~hereunto duly authorized.

Date: September 29, 2022

Liberty Media Acquisition Corporation By: /s/ Katherine C. Jewell Name: Katherine C. Jewell Title: Assistant Vice President

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