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Charter Communications (NASDAQ: CHTR) sees $965M exchangeable debt repaid in cash

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Liberty Broadband Corp reported open-market purchase transactions in this Form 4 filing.

Liberty Broadband Corp, a director and significant owner of Charter Communications, fully repurchased its 3.125% exchangeable senior debentures due 2053 that were linked to Charter’s Class A common stock. The debentures were cash-settled instruments tied to Charter’s share value rather than delivering stock.

On April 1, 2026, Liberty Broadband accepted for repurchase in cash the full $965,000,000 aggregate original principal amount of these debentures. On April 6, 2026, holders will be paid $1,000 per $1,000 of original principal plus $0.5208 of accrued and unpaid interest, fully retiring this exchangeable debt position.

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Insights

Liberty Broadband retires $965M Charter-linked exchangeable debt in cash.

Liberty Broadband, a major Charter Communications stakeholder, accepted for repurchase the full $965,000,000 aggregate original principal of its 3.125% exchangeable senior debentures due 2053. These securities were economically linked to Charter’s Class A common stock but were structured to settle only in cash.

Each $1,000 debenture was exchangeable for 1.8901 Charter shares in value, yet no Charter stock changes hands because settlement is cash-based. Holders instead receive $1,000 per $1,000 of original principal plus $0.5208 in accrued interest on April 6, 2026. The transaction eliminates Liberty’s remaining exposure under this specific exchangeable instrument.

Insider Liberty Broadband Corp
Role Director, 10% Owner
Bought 0 shs ($0.00)
Type Security Shares Price Value
Purchase 3.125% Exch. Senior Debentures due 2053 (obligation to sell) 0 $0.00 --
Holdings After Transaction: 3.125% Exch. Senior Debentures due 2053 (obligation to sell) — 0 shares (Direct)
Footnotes (1)
  1. Each $1,000 principal amount of 3.125% senior debentures due 2053 (the "Debentures") issued by the reporting person was exchangeable for 1.8901 shares of issuer's Class A common stock, par value $0.001 per share (the "Common Stock"), settled only in cash based on the value of the shares of Common Stock. Each Debenture was exchangeable at the option of the holder during specified periods. Holders of the Debentures had the right to put them to the reporting person on April 6, 2026, or prior thereto following the occurrence of a "fundamental change," and the 3.125% Debentures were redeemable by the reporting person, (i) in whole or in part, on or after April 6, 2026 at any time, or (ii) in whole, but not in part, prior to April 6, 2026, after the occurrence of certain conditions or events. The expiration date for the Debentures was March 31, 2053. On April 1, 2026, the reporting person accepted for repurchase in cash the full $965,000,000 aggregate original principal amount of Debentures outstanding. On April 6, 2026, holders of the Debentures will receive payment of $1,000 for each $1,000 original principal amount of Debentures, plus accrued and unpaid interest in the amount of $0.5208.
Debentures repurchased $965,000,000 aggregate original principal 3.125% exchangeable senior debentures due 2053
Per debenture repayment $1,000 per $1,000 principal Cash paid to holders on April 6, 2026
Accrued interest $0.5208 per $1,000 principal Additional cash interest paid April 6, 2026
Exchange ratio 1.8901 shares per $1,000 Charter Class A value reference per debenture
Debenture expiration March 31, 2053 Stated expiration date of 3.125% debentures
Holder put date April 6, 2026 Date holders could put debentures to issuer
exchangeable senior debentures financial
"3.125% senior debentures due 2053 (the "Debentures") issued by the reporting person was exchangeable"
A debt instrument that works like a loan-style bond but can be swapped for shares of a specified company instead of being repaid in cash. It is “senior,” meaning holders are higher in line to get paid than many other creditors if the issuer gets into trouble, and “exchangeable” because the holder can convert the claim into equity of another firm under set terms. Investors care because it combines regular interest and credit safety with a potential equity upside, while also affecting share counts and recovery prospects in distress.
aggregate original principal amount financial
"accepted for repurchase in cash the full $965,000,000 aggregate original principal amount of Debentures"
fundamental change regulatory
"or prior thereto following the occurrence of a "fundamental change,""
A fundamental change is a major shift in how a company or economy operates, like a new technology or a big change in leadership. It matters because such changes can affect the value or stability of investments, making them more or less attractive. Think of it like a major upgrade or shift in the rules of a game that can change the outcome.
accrued and unpaid interest financial
"plus accrued and unpaid interest in the amount of $0.5208."
Accrued and unpaid interest is the interest that has built up on a loan or debt but hasn't been paid yet. It's like owing your friend money for a favor over time—you're expected to pay it later, even though you haven't paid it yet. This matters because it shows how much you owe beyond the original amount borrowed.
redeemable financial
"the 3.125% Debentures were redeemable by the reporting person, (i) in whole or in part"
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Liberty Broadband Corp

(Last)(First)(Middle)
12300 LIBERTY BOULEVARD

(Street)
ENGLEWOOD COLORADO 80112

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CHARTER COMMUNICATIONS, INC. /MO/ [ CHTR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
3.125% Exch. Senior Debentures due 2053 (obligation to sell)(1)(2)04/01/2026P(4)$965,000,000 (2) (3)Class A Common Stock1,823,947(4)$0D
Explanation of Responses:
1. Each $1,000 principal amount of 3.125% senior debentures due 2053 (the "Debentures") issued by the reporting person was exchangeable for 1.8901 shares of issuer's Class A common stock, par value $0.001 per share (the "Common Stock"), settled only in cash based on the value of the shares of Common Stock.
2. Each Debenture was exchangeable at the option of the holder during specified periods. Holders of the Debentures had the right to put them to the reporting person on April 6, 2026, or prior thereto following the occurrence of a "fundamental change," and the 3.125% Debentures were redeemable by the reporting person, (i) in whole or in part, on or after April 6, 2026 at any time, or (ii) in whole, but not in part, prior to April 6, 2026, after the occurrence of certain conditions or events.
3. The expiration date for the Debentures was March 31, 2053.
4. On April 1, 2026, the reporting person accepted for repurchase in cash the full $965,000,000 aggregate original principal amount of Debentures outstanding. On April 6, 2026, holders of the Debentures will receive payment of $1,000 for each $1,000 original principal amount of Debentures, plus accrued and unpaid interest in the amount of $0.5208.
Liberty Broadband Corporation By: /s/ Brittany A. Uthoff Name: Brittany A. Uthoff Title: Vice President04/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

How were Liberty Broadband’s 3.125% exchangeable senior debentures tied to Charter (CHTR) stock?

Each $1,000 principal amount of the 3.125% senior debentures was exchangeable into the cash value of 1.8901 shares of Charter’s Class A common stock. The debentures referenced Charter’s share price but were explicitly settled in cash rather than delivering actual Charter shares.

What cash will debenture holders receive after Liberty Broadband’s repurchase?

On April 6, 2026, holders of the 3.125% exchangeable senior debentures will receive $1,000 for each $1,000 of original principal amount, plus accrued and unpaid interest of $0.5208 per $1,000, providing full cash repayment of the $965,000,000 aggregate original principal outstanding.

Did Liberty Broadband’s transaction issue or deliver any Charter Communications (CHTR) shares?

No Charter shares are issued or delivered in this transaction. The debentures were designed to be settled only in cash based on the value of Charter’s Class A common stock, so the repurchase simply pays cash to debenture holders and removes the exchangeable debt exposure.

When did Liberty Broadband’s exchangeable senior debentures mature and what changed in 2026?

The 3.125% exchangeable senior debentures were scheduled to expire on March 31, 2053. However, holders could put them to Liberty Broadband on April 6, 2026, and Liberty elected to accept for repurchase the entire $965,000,000 principal amount in cash ahead of that date.