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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
RAPLEY DAVID E
  2. Issuer Name and Ticker or Trading Symbol
Qurate Retail, Inc. [QRTEA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
12300 LIBERTY BOULEVARD
3. Date of Earliest Transaction (Month/Day/Year)
12/09/2020
(Street)

ENGLEWOOD, CO 80112
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
8% Series A Cumulative Redeemable Preferred Stock 12/09/2020   M   186 A $ 0 (1) 480 D  
Series A Common Stock 12/09/2020   M   6,230 A $ 0 (2) 16,079 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units - QRTEA (3) 12/09/2020   M     6,230 12/09/2020 12/09/2020 Series A Common Stock 6,230 $ 0 0 D  
Restricted Stock Units - QRTEP (4) 12/09/2020(5)   M     186 12/09/2020 12/09/2020 8% Series A Cumulative Redeemable Preferred Stock 186 $ 0 0 D  
Restricted Stock Units - QRTEA (3) 12/10/2020   A   5,841   12/10/2021 12/10/2021 Series A Common Stock 5,841 $ 0 5,841 D  
Stock Option (right to buy) - QRTEA $ 10.34 12/10/2020   A   12,363   12/10/2021 12/10/2027 Series A Common Stock 12,363 $ 0 12,363 D  
Stock Option (right to buy) - QRTEA $ 4.92 (6)             12/09/2020 12/09/2026 Series A Common Stock 35,104 (6)   35,104 (6) D  
Stock Option (right to buy) - QRTEA $ 12.64 (7)               (5) 12/06/2025 Series A Common Stock 13,873 (7)   13,873 (7) D  
Stock Option (right to buy) - QRTEA $ 13.46 (8)               (5) 12/12/2023 Series A Common Stock 11,491 (8)   11,491 (8) D  
Stock Option (right to buy) - QRTEA $ 13.87 (9)               (5) 12/12/2024 Series A Common Stock 9,227 (9)   9,227 (9) D  
Stock Option (right to buy) - QRTEA $ 15 (10)               (5) 12/17/2022 Series A Common Stock 8,226 (10)   8,226 (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
RAPLEY DAVID E
12300 LIBERTY BOULEVARD
ENGLEWOOD, CO 80112
  X      

Signatures

 /s/ Craig Troyer as Attorney-in-Fact for David E. Rapley   12/11/2020
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Each restricted stock unit converted into one share of 8% Series A Cumulative Redeemable Preferred Stock.
(2) Each restricted stock unit converted into one share of Series A Common Stock.
(3) Each restricted stock unit represents a contingent right to receive one share of Series A Common Stock.
(4) Each restricted stock unit represents a contingent right to receive one share of 8% Series A Cumulative Redeemable Preferred Stock.
(5) The derivative security is fully vested.
(6) On November 20, 2020, the Issuer announced that its board of directors declared a special cash dividend in the amount of $1.50 per share on each outstanding share of its common stock payable on December 7, 2020 to all holders of record as of 5:00 p.m., New York City time, on November 30, 2020 (the "Dividend"). This stock option award was previously reported as an option relating to 32,691 shares of the Issuer's Series A common stock at an exercise price of $5.27 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all stock options held by the reporting person with respect to the Issuer's common stock were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.
(7) This stock option award was previously reported as an option relating to 12,978 shares of the Issuer's Series A common stock at an exercise price of $13.55 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all stock options held by the reporting person with respect to the Issuer's common stock were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.
(8) This stock option award was previously reported as an option relating to 10,738 shares of the Issuer's Series A common stock at an exercise price of $14.43 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all stock options held by the reporting person with respect to the Issuer's common stock were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.
(9) This stock option award was previously reported as an option relating to 8,619 shares of the Issuer's Series A common stock at an exercise price of $14.87 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all stock options held by the reporting person with respect to the Issuer's common stock were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.
(10) This stock option award was previously reported as an option relating to 7,684 shares of the Issuer's Series A common stock at an exercise price of $16.08 per share and was adjusted as a result of the Dividend. In connection with the Dividend, all stock options held by the reporting person with respect to the Issuer's common stock were adjusted pursuant to the anti-dilution provisions of the incentive plan under which such award was granted, such that the reporting person received an adjustment to (i) the exercise price and (ii) the number of shares relating to such option. These adjustments were approved by the Issuer's board of directors pursuant to Rule 16b-3.

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