Crown Castle (CCI) 10-K risk factor changes: FY2024 vs FY2023

As a result, changes in tenant plans such as delays in the implementation of new systems, new and emerging [removed: technologies (including small cells and fiber solutions),] [added: technologies,] or change in plans to expand coverage or capacity may reduce demand for our communications infrastructure.

On January 6, 2022, we entered into an agreement with T-Mobile that [removed: contemplates] [added: addressed the] T-Mobile and Sprint network consolidation.

[removed: Our Fiber segment has expanded, and the] [added: - Our] Fiber business model contains certain differences from our Towers business model, resulting in different operational risks.

Our Fiber segment represented [removed: 34%] [added: 33%] and [removed: 31%] [added: 34%] of our site rental revenues for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

In addition, the rate at which tenants adopt or prioritize small cells and fiber solutions [removed: may be] [added: has been] lower or slower than we [removed: anticipate] [added: anticipated, and may continue to be lower] or [added: slower, or] may cease to exist altogether.

We may also experience unforeseen delays and increased project costs as a result of [removed: supply chain disruptions and] labor shortages, which may impact the availability of [removed: equipment and materials needed for, and availability of] contractors to work [removed: on,] [added: on] our construction projects.

Approximately 10% of our towers site rental gross margin for the year ended December 31, [removed: 2023] [added: 2024] was derived from towers where the leases for the land under such towers had final expiration dates of less than 10 years.

As of December 31, [removed: 2023,] [added: 2024,] approximately [removed: 53%] [added: 54%] of our towers were leased or subleased or operated and managed under master leases, subleases, or other agreements with AT&T and T-Mobile (including those which T-Mobile assumed in its merger with Sprint).

[removed: Even if we do have available capital, we may choose not to exercise our] right to purchase these towers or some or all of the T-Mobile or AT&T towers for business or other reasons.

Additional information concerning these towers and the applicable purchase options as of December 31, [removed: 2023] [added: 2024] is as follows:

- [removed: 31%] [added: 32%] of our towers are leased or subleased or operated and managed under master leases, subleases or other agreements with T-Mobile (including those which T-Mobile assumed in its merger with Sprint).

We have the option to purchase these towers from AT&T at the end of their respective lease terms for aggregate option payments of up to approximately [removed: $400] [added: $385] million, which payments, if such option is exercised, would be due prior to 2032 (less than [removed: $15] [added: $12] million would be due before 2029).

MD&A—General Overview—Highlights of Business Fundamentals and Results"* for further discussion of our [removed: July] 2023 [removed: restructuring activities.][added: Restructuring Plan, which included discontinuing installation services as a Towers product offering.]

In addition, our reliance on cloud- or internet-based services and on remote [removed: access to information systems increases our exposure to potential cybersecurity incidents.]

[added: While we maintain insurance that includes coverage in the event] of cybersecurity or other information technology breaches, there can be no assurances that such coverage will be adequate to cover exposure from such incidents.

We face competition for site rental tenants and associated contractual rates from various sources, including (1) other independent communications infrastructure owners or operators, including those that own, operate, or manage towers, rooftops, broadcast or transmission towers, utility poles, fiber (including non-traditional competitors such as cable providers) or small cells, [removed: or] (2) [added: tenants who elect to self-perform and (3)] new alternative deployment methods for communications infrastructure.

[removed: Our] [added: - Our] focus on and disclosure of our ESG position, metrics, strategy, goals and initiatives expose us to potential litigation [added: or regulatory action] and other adverse effects to our [removed: business.][added: business.]

Our ESG initiatives and goals may be difficult to implement, may [added: lead to increased scrutiny by policymakers and stakeholders, may] be contrary to interests of other stakeholders and may increase operating costs and result in changes to certain of our operations, assets and processes.

[removed: developed or] [added: In addition, we] are [removed: developing] [added: subject to, and may become subject to additional,] climate change-based [removed: laws] and [removed: regulations,] [added: other ESG-related laws, regulations and policies,] with varying scopes and complexity, [added: such as the SEC's climate-related disclosure rules and the State of California's carbon and climate disclosure laws,] that [removed: could, if adopted, significantly increase] [added: have increased, and could further increase,] compliance burdens and associated costs.

[removed: Any failure,] [added: Our focus and disclosure of our ESG goals and initiatives – including achievement of] or [removed: perceived failure, by us] [added: failure] to achieve [removed: our goals, further our] [added: such goals and] initiatives, accurately [removed: report] [added: reporting] our metrics or [removed: adhere] [added: adherence] to [added: prior] public statements [added: –] exposes us to potential [removed: litigation,] [added: litigation or regulatory action,] which may materially adversely affect our business, results of operations, financial condition and stock price.

Our stock price [removed: decline] [added: performance] has caused, and may continue to cause, a failure to achieve certain metrics on which vesting of our performance-based equity awards is based.

[removed: In addition, see] [added: See] "*—Changes to management, including turnover of our top executives, could have an adverse effect on our business.",* *"—Actions that we are [removed: taking] [added: taking, or have completed,] to restructure our business in alignment with our strategic priorities may not be as effective as anticipated."* and [removed: *"—Our review] [added: "*— The pendency] of [removed: potential strategic alternatives] [added: the sale of our Fiber Business to Zayo and EQT] may [removed: not result in] [added: have] an [removed: executed or consummated transaction or other strategic alternative,] [added: adverse effect on our business, results of operations, cash flows] and [removed: the process] [added: financial position.*" for a discussion] of [removed: reviewing strategic alternatives or] the [removed: outcome could adversely affect] [added: Strategic Fiber Transaction, recent management changes and the reductions in] our [removed: business.][added: workforce in 2023 and 2024, and the potential adverse impact on our workforce therefrom.]

In December 2023, we announced the [removed: departure] [added: retirement] of Jay A.

Brown, our President and Chief Executive Officer [removed: ("CEO"),] [added: ("CEO") and] the appointment of Anthony J.

Melone, a member of our board of directors, to serve as [removed: an] interim President and [removed: CEO, and the creation of an ad hoc CEO Search Committee of the board of directors to conduct a search for our next] CEO.

[removed: Since our] [added: Our] executive officers are at-will [removed: employees, they could terminate] [added: employees; as such,] their employment with us [added: could terminate] at any time, and any such departure could be particularly disruptive in light of the recent leadership changes.

[removed: Actions] [added: - Actions] that we are [removed: taking] [added: taking, or have completed,] to restructure our business in alignment with our strategic priorities may not be as effective as [removed: anticipated.][added: anticipated.]

In July 2023, we initiated the [added: 2023 Restructuring] Plan as part of our efforts to reduce costs to better align our operational needs with lower tower activity.

The [added: 2023 Restructuring] Plan included reducing our total employee headcount by approximately 15%, discontinuing installation services as a Towers product offering, and consolidating office space.

As a result of the foregoing actions, we incurred $85 million [added: and $9 million] of restructuring charges in [removed: 2023.][added: 2023 and 2024, respectively.]

The actions [removed: announced in July 2023] associated with the [added: 2023 Restructuring] Plan [removed: and related charges are expected to be] [added: were] substantially completed and [added: related charges were] recorded by June 30, [removed: 2024] [added: 2024,] while the payments [removed: are expected to be completed] for the employee headcount reduction [removed: and office space consolidation in 2024 and 2032, respectively.][added: were substantially completed by December 31, 2024.]

[added: We have made certain assumptions in estimating the] anticipated savings we expect to achieve under the [removed: Plan,] [added: Restructuring Plans,] which include the estimated savings from the elimination of certain headcount and the consolidation [added: and closure] of office space.

In addition, our ability to realize the expected benefits from the [removed: Plan] [added: Restructuring Plans] is subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control.

As such, we may not realize, in full or in part, or sustain, the anticipated benefits from the [removed: Plan] [added: Restructuring Plans] or do so within the expected time frame, and anticipated benefits may not be adequate to meet our long-term profitability and operational expectations.

Furthermore, the [removed: Plan] [added: Restructuring Plans] may result in unintended consequences, including:

If we experience any of these adverse consequences, the [removed: Plan] [added: Restructuring Plans] and other strategic initiatives may not achieve or sustain their intended benefits, or the benefits, even if achieved, may not be adequate to meet our long-term profitability and operational expectations, which could adversely affect our business, results of operations and financial condition.

Pursuant to the Cooperation Agreement, we agreed, among other things, (1) to promptly appoint Jason Genrich and Sunit Patel as members of the board of directors, with an initial term [removed: expiring] [added: that expired] at [removed: the Company's] [added: our] 2024 Annual Meeting of [removed: Stockholders,] [added: Stockholders ("2024 Annual Meeting"),] (2) to establish a Fiber Review Committee to conduct a strategic and operational review of our Fiber business and (3) to establish a CEO Search Committee to conduct a search for the next CEO of our company.

[removed: Nonetheless, we may not be successful in engaging constructively with one or more stockholders, and any resulting activist campaign that contests, or seeks to change,] our strategic direction or business mix [added: (for example, our proxy contest in 2024 with Boots Capital)] could have an adverse effect on us because: (1) responding to actions by activist stockholders could disrupt our business and operations, be costly or time-consuming, or divert the attention of our board of directors or management from the pursuit of business strategies, which could adversely affect our results of operations or financial condition; (2) perceived uncertainties as to our future direction may lead to the perception of a change in the direction of the business, instability, or lack of continuity, any of which may be exploited by our competitors, cause concern to our current or potential [removed: customers,] [added: customers and vendors,] cause concern in the minds of our employees and make it more difficult to attract and retain qualified personnel; and (3) these types of actions could cause significant fluctuations in our share price based on temporary or speculative market perceptions or other factors that do not necessarily reflect the underlying fundamentals and prospects of our business.

Risks [removed: Related] [added: Relating] to Our Debt and Equity

We have a substantial amount of indebtedness (approximately [removed: $22.8] [added: $23.8] billion as of [removed: February 20, 2024).][added: March 12, 2025).]

Summary of Risk Factors

The following summarizes our material risk factors.

However, this summary is not intended to be a comprehensive and complete list of all risk factors identified by the Company.

Refer to the following pages of this section for additional details regarding these summarized risk factors.

Risks Relating to Our Business and Industry:

- Our business depends on the demand for our communications infrastructure (including towers, small cells and fiber), driven primarily by demand for data, and we may be adversely affected by any slowdown in such demand.

Additionally, a reduction in the amount or change in the mix of network investment by our tenants may materially and adversely affect our business (including reducing demand for our communications infrastructure or services).

- A substantial portion of our revenues is derived from a small number of tenants, and the loss, consolidation or financial instability of any of such tenants may materially decrease revenues, reduce demand for our communications infrastructure and services and impact our dividend per share growth.

- The expansion or development of our business, including through acquisitions, increased product offerings or other strategic opportunities, may cause disruptions in our business, which may have an adverse effect on our business, operations or financial results.

If we do not successfully operate our Fiber business model or identify or manage the related operational risks, such operations may produce results that are lower than anticipated.

- Failure to timely, efficiently and safely execute on our construction projects could adversely affect our business.

- New technologies may reduce demand for our communications infrastructure or negatively impact our revenues.

- If we fail to retain rights to our communications infrastructure, including the rights to land under our towers and the right-of-way and other agreements related to our small cells and fiber, our business may be adversely affected.

- Our services business has historically experienced significant volatility in demand, which reduces the predictability of our results.

- As a result of competition in our industry, we may find it more difficult to negotiate favorable rates on our new or renewing tenant contracts.

- New wireless technologies may not deploy or be adopted by tenants as rapidly or in the manner projected.

- If radio frequency emissions from wireless handsets or equipment on our communications infrastructure are demonstrated to cause negative health effects, potential future claims could adversely affect our operations, costs or revenues.

- Cybersecurity breaches or other information technology disruptions could adversely affect our operations, business, and reputation.

- Our business may be adversely impacted by climate-related events, natural disasters, including wildfires, and other unforeseen events.

- Failure to attract, recruit and retain qualified and experienced employees could adversely affect our business, operations and costs.

- Changes to management, including turnover of our top executives, could have an adverse effect on our business.

- Actions of activist stockholders could impact the pursuit of our business strategies and adversely affect our results of operations, financial condition, or stock price.

Risks Relating to Our Pending Sale of the Fiber Business:

- The pendency of the sale of our Fiber Business to Zayo and EQT may have an adverse effect on our business, results of operations, cash flows and financial position.

- Completion of the Strategic Fiber Transaction is subject to the conditions contained in the Strategic Fiber Agreement, including regulatory approvals, which may not be received, and separation of the Fiber Business from our current operations, and if these conditions are not satisfied or waived, the transaction will not be completed.

- The failure to complete the planned sale of the Fiber Business to Zayo and EQT could have a material and adverse effect on our business, results of operations, financial condition, cash flows, and stock price.

- Our substantial level of indebtedness could adversely affect our ability to react to changes in our business, and the terms of our debt instruments limit our ability to take a number of actions that our management might otherwise believe to be in our best interests.

In addition, if we fail to comply with our covenants, our debt could be accelerated.

- We have a substantial amount of indebtedness.

In the event we do not repay or refinance such indebtedness, we could face substantial liquidity issues and might be required to issue equity securities or securities convertible into equity securities, or sell some of our assets, possibly on unfavorable terms, to meet our debt payment obligations.

- Sales or issuances of a substantial number of shares of our common stock or securities convertible into shares of our common stock may adversely affect the market price of our common stock.

- If we fail to comply with laws or regulations which regulate our business and which may change at any time, we may be fined or even lose our right to conduct some of our business.

- Future dividend payments to our stockholders will reduce the availability of our cash on hand available to fund future discretionary investments, and may result in a need to incur indebtedness or issue equity securities to fund growth opportunities.

In such event, the then current economic, credit market or equity market conditions will impact the availability or cost of such financing, which may hinder our ability to grow our per share results of operations.

- Remaining qualified to be taxed as a REIT involves highly technical and complex provisions of the Code.

Failure to remain qualified as a REIT would result in our inability to deduct dividends to stockholders when computing our taxable income, thereby increasing our tax obligations and reducing our available cash.

- Complying with REIT requirements, including the 90% distribution requirement, may limit our flexibility or cause us to forgo otherwise attractive opportunities, including certain discretionary investments and potential financing alternatives.

- REIT related ownership limitations and transfer restrictions may prevent or restrict certain transfers of our capital stock.

As part of our announced plans to enhance returns in the Fiber segment, during the fourth quarter of 2024, we completed discussions with certain of our tenants regarding approximately 7,000 previously-identified greenfield small cell nodes in our contracted backlog that both parties mutually agreed to cancel.

These cancellations resulted in a $106 million asset write-down charge in the fourth quarter of 2024.

We anticipate that this consolidation will result in approximately $200 million in Towers non-renewals in 2025.

We expect an additional impact of $35 million in Fiber non-renewals, with $10 million impacting results in 2024 and the remainder in 2025.

Excluding the anticipated impact from the T-Mobile and Sprint network consolidation, we expect each of towers and small cell non-renewals to remain in line with our historical range of 1 to 2% of their respective annual site rental revenues.

Due to network consolidation non-renewals and interest rate increases discussed in *"—Risks Related to Our Debt and Equity,"* we expect our annual dividend per share growth through 2025 to be below our long-term annual target.

Our review of potential strategic alternatives may not result in an executed or consummated transaction or other strategic alternative, and the process of reviewing strategic alternatives or the outcome could adversely affect our business.

There is no guarantee that any transaction resulting from the strategic review will ultimately benefit our shareholders.

In December 2023, our board of directors established a Fiber Review Committee to oversee and direct the review of strategic and operational alternatives that may be available to us with respect to our Fiber business, including potential sale, merger, spin-off, joint-venture and financing transactions, as well as a range of other strategic and operational opportunities for improved value-creation.

There is no assurance that the process will result in the approval or completion of any specific transaction or outcome.

We are actively working with financial advisors and legal counsel in this strategic review process.

The process of reviewing potential strategic and operational alternatives is time consuming and costly and may divert management's attention.

It may also be disruptive to our business operations and long-term planning, which may cause concern to our current or potential investors, customers, employees, strategic partners, vendors and other stakeholders and may have a material impact on our operating results or result in increased volatility in our stock price.

Any potential transaction or other strategic alternative would be dependent on a number of factors that may be beyond our control, including, among other things, market conditions, industry trends, regulatory approvals, and the availability of financing for a potential transaction on favorable terms.

There can be no assurance that any potential transaction or other strategic alternative will be successfully implemented, achieve the intended benefits or provide greater value to our stockholders

than that reflected in the current price of our common stock.

Until the review process is concluded, perceived uncertainties related to our future may result in the loss of potential business opportunities, volatility in the market price of our common stock and difficulty attracting and retaining qualified talent and business partners.

During 2023, due primarily to a decline in tenant activity, services and other revenues decreased by 36% compared to the year ended December 31, 2022.

In July 2023, we announced the discontinuation of installation services as a Towers product offering while continuing to offer site development services on our towers.

These attacks may be committed by our employees or external actors operating in any geography.

While we maintain insurance that includes coverage in the event

In addition, a number of governmental and self-regulatory organizations have

There is no guarantee that any transaction resulting from the strategic review will ultimately benefit our shareholders."* for a discussion of the strategic and operational review, recent management changes, the recent reduction in force, and the potential adverse impact on our workforce therefrom.

Our business has experienced significant executive management changes.

The timeline for identifying and integrating a new CEO is currently unknown.

We must timely hire a new CEO, successfully integrate the new executive and smoothly transition that person into their new role within our organization to achieve our long-term operating objectives.

In addition, we have experienced the departure and transition of leadership in our Towers organization.

We expect to incur an additional approximately $14 million of related charges during the first half of 2024, primarily related to the office space consolidation.

We have made certain assumptions in estimating the

In addition, another activist investor has notified us of its intent to nominate a slate of nominees to stand for election as directors at our 2024 Annual Meeting of Stockholders in opposition to the nominees recommended by our board of directors.

Company otherwise consents, that the federal courts shall be the sole and exclusive forum for resolution of claims arising under the Securities Act of 1933, as amended (“Securities Act”).

Our By-laws permit special meetings of the stockholders to be called only upon the request of our CEO or the board of directors, and deny stockholders the ability to call such meetings.

We currently expect our common stock dividends over the next 12 months to be a cumulative amount of at least $6.26 per share, or an aggregate amount of approximately $2.7 billion.

Any future dividends are subject to declaration by our board of directors.

otherwise be invested in future acquisitions to make distributions sufficient to enable us to pay out enough of our taxable income to satisfy the REIT dividend requirement and to avoid corporate income tax and the 4% excise tax in a particular year.

[added: -] Site rental revenues represented [removed: 94%] [added: 97%] of our [removed: 2023] [added: 2024] consolidated net revenues.

◦We expect existing and potential new tenant demand for our communications infrastructure will result from (1) new technologies, (2) increased usage of mobile entertainment, mobile internet, and machine-to-machine applications, (3) adoption of other emerging and embedded wireless devices (including smartphones, laptops, tablets, wearables and other devices), (4) increasing smartphone penetration, (5) wireless carrier focus on expanding both network quality and capacity, including the use of both towers and small cells, (6) the adoption of other bandwidth-intensive applications (such as cloud [removed: services] [added: services, artificial intelligence] and video communications), (7) the availability of additional spectrum and (8) increased government initiatives to support connectivity throughout the U.S.

◦During [removed: 2023,] [added: 2024,] we paid common stock dividends totaling approximately $2.7 billion.

◦We had discretionary capital expenditures of [removed: $1.3] [added: $1.1] billion for the year ended December 31, [removed: 2023,] [added: 2024,] predominately resulting from the construction of new communications infrastructure and improvements to existing communications infrastructure in order to support additional tenants.

◦Our wireless tenant contracts have initial terms generally between five to 15 years with contractual escalators and multiple renewal periods generally between five to [removed: ten] [added: 10] years each, exercisable at the option of the tenant.

◦As of December 31, [removed: 2023,] [added: 2024,] our weighted-average remaining term was approximately six years, exclusive of renewals exercisable at the tenants' option, currently representing approximately [removed: $39] [added: $35.9] billion of expected future cash inflows.

◦For the year ended December 31, [removed: 2023,] [added: 2024,] approximately three-fourths of our site rental revenues were derived from T-Mobile, AT&T and Verizon Wireless.

◦For the year ended December 31, [removed: 2023,] [added: 2024,] approximately 90% of our towers site rental gross margin and approximately 80% of our towers site rental gross margin was derived from towers located on land that we own or control for greater than 10 and 20 years, respectively.

◦For the year ended December 31, [removed: 2023,] [added: 2024,] sustaining capital expenditures represented approximately 1% of net revenues.

◦As of December 31, [removed: 2023,] [added: 2024,] our outstanding debt had a weighted average interest rate of 3.9% and weighted average maturity of approximately eight years (assuming anticipated repayment dates on certain debt).

◦As of December 31, [removed: 2023, 92%] [added: 2024, 90%] of our debt has fixed rate coupons.

- During [removed: 2023,] [added: 2024,] we refinanced and extended the maturities of certain of our debt (see note 7 to our consolidated financial statements and *"Item 7.

◦Net cash provided by operating activities was [removed: $3.1] [added: $2.9] billion for the year ended December 31, [removed: 2023,][added: 2024.]

- [removed: Full] [added: When compared to full] year [removed: 2023] [added: 2023, full year 2024] results [removed: included certain impacts from] [added: were impacted by a reduction of] the small cell and fiber solutions lease cancellations ("Sprint Cancellations") related to the previously disclosed T-Mobile and Sprint network consolidation.

Additionally, $59 million in accelerated amortization of prepaid rent from the remaining deferred revenues was recognized for the year ended December 31, [removed: 2023.][added: 2023 that did not recur for the year ended December 31, 2024.]

◦In July 2023, we initiated [removed: a restructuring plan ("Plan")] [added: the 2023 Restructuring Plan] as part of our efforts to reduce costs to better align our operational needs with lower tower activity.

MD&A—Results of Operations*" for further discussion of the [added: 2023 Restructuring] Plan.

During each of the quarters in the year ended [removed: 2023,] [added: 2024,] we paid a common stock dividend of $1.565 per share, totaling approximately $2.7 [removed: billion, which represents an increase of approximately 4.7% from the common stock dividends paid in the aggregate in the year ended 2022.][added: billion.]

[removed: Over time,] [added: As] we [added: grow cash flows thereafter, we] expect to increase our dividend per [removed: share as we grow cash flows.][added: share.]

[added: -] We expect [removed: site rental revenues to decrease] [added: a] year over year [removed: due to the absence] [added: reduction] in [removed: 2024 of payments received] [added: site rental revenues] in [removed: 2023 that T-Mobile paid] [added: our Towers segment related] to [removed: satisfy remaining] [added: (1) higher Towers non-renewals in 2025, which are expected to reduce site] rental [removed: obligations for certain canceled Sprint leases, net of estimated non-renewals,] [added: revenues by approximately $200 million] as a result of the T-Mobile US, Inc. and Sprint network consolidation and [added: (2)] a decline in long-term deferred revenue amortization.

- [removed: We] [added: Notwithstanding the plan to sell our Fiber Business, we] expect to continue to invest a significant amount of our available capital in the form of discretionary capital expenditures [removed: for 2024 based on] [added: until] the [removed: anticipated returns on such discretionary investments.][added: closing of the Strategic Fiber Transaction.]

- We also expect sustaining capital expenditures of approximately [removed: 1%] [added: 1-2%] of net [removed: revenues] [added: revenues, including with respect to the Fiber Business,] for full year [removed: 2024,] [added: 2025, relatively] consistent with historical annual levels.

- As part of the aforementioned [added: 2024 Restructuring] Plan:

- In December 2023, we announced a strategic and operating review of our Fiber [removed: segment.][added: business, and in the second quarter of 2024, we concluded our operating review and implemented changes to our operating plans and strategy based on the findings.]

The following discussion of our results of operations for [removed: 2023] [added: 2024] compared to [removed: 2022] [added: 2023] should be read in conjunction with *"Item 1.

For a discussion of our results of operations and financial condition for [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] that is not included in this [removed: 2023] [added: 2024] Form 10-K, see *"Part II, Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations"* in our Annual Report on Form 10-K for the year ended December 31, [removed: 2022,] [added: 2023,] which was filed with the SEC on February [removed: 24, 2023.][added: 23, 2024.]

MD&A—Accounting and Reporting Matters—Non-GAAP and Segment Financial Measures"* for a discussion of our use of (1) segment [removed: site rental gross margin, (2) segment services and other gross margin, (3) segment] operating profit (loss), including [added: its definition, (2) Segment Adjusted Site Rental Gross Margin and (3) Segment Adjusted Services and Other Gross Margin, including] their respective [removed: definitions,] [added: definitions] and [added: reconciliations to segment operating profit (loss) and] (4) Adjusted EBITDA, including its definition and a reconciliation to net income (loss).

Highlights of our results of operations for [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] are depicted below:

| *(In millions of dollars)* | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2023] [added: 2024] vs. [removed: 2022] [added: 2023] | | | | | | [removed: 2022] [added: 2023] vs. [removed: 2021] [added: 2022] | | |

| Towers site rental revenues | | | $ | [removed: 4,313] [added: 4,266] | | | | | $ | [removed: 4,322] [added: 4,313] | | | | | $ | [removed: 3,804] [added: 4,322] | | | | | [removed: —] [added: (1)] | | % | | | | [removed: 14] [added: —] | | % |

| Fiber site rental revenues | | | [removed: 2,219] [added: 2,092] | | | | | | [removed: 1,967] [added: 2,219] | | | | | | [removed: 1,915] [added: 1,967] | | | | | | [removed: 13] [added: (6)] | | % | | | | [removed: 3] [added: 13] | | % |

| Total site rental revenues | | | [removed: 6,532] [added: 6,358] | | | | | | [removed: 6,289] [added: 6,532] | | | | | | [removed: 5,719] [added: 6,289] | | | | | | [removed: 4] [added: (3)] | | % | | | | [removed: 10] [added: 4] | | % |

| [added: Adjusted] Site [removed: rental gross margin(a):] [added: Rental Gross Margin(a):] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Towers [removed: site rental gross margin] [added: Adjusted Site Rental Gross Margin] | | | [removed: 3,370] [added: 3,307] | | | | | | [removed: 3,404] [added: 3,370] | | | | | | [removed: 2,915] [added: 3,404] | | | | | | [removed: (1)] [added: (2)] | | % | | | | [removed: 17] [added: (1)] | | % |

| Fiber [removed: site rental gross margin] [added: Adjusted Site Rental Gross Margin] | | | [removed: 1,533] [added: 1,358] | | | | | | [removed: 1,317] [added: 1,533] | | | | | | [removed: 1,282] [added: 1,317] | | | | | | [removed: 16] [added: (11)] | | % | | | | [removed: 3] [added: 16] | | % |

| [added: Adjusted] Services and [removed: other gross margin(a):] [added: Other Gross Margin(a):] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Towers [removed: services] [added: Adjusted Services] and [removed: other gross margin] [added: Other Gross Margin] | | | [removed: 127] [added: 91] | | | | | | [removed: 238] [added: 127] | | | | | | [removed: 187] [added: 238] | | | | | | [removed: (47)] [added: (28)] | | % | | | | [removed: 27] [added: (47)] | | % |

| Fiber [removed: services] [added: Adjusted Services] and [removed: other gross margin] [added: Other Gross Margin] | | | [removed: 16] [added: 6] | | | | | | [removed: 3] [added: 16] | | | | | | 3 | | | | | | [removed: 433] [added: (63)] | | % | | | | [removed: —] [added: 433] | | % |

| Segment operating profit [removed: (loss)(a):] [added: (loss)(b):] | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

On March 13, 2025, management signed the Strategic Fiber Agreement to sell our Fiber Business, with Zayo acquiring the fiber solutions business and EQT acquiring the small cell business.

Under the Strategic Fiber Agreement, we will receive $8.5 billion in aggregate, subject to certain closing adjustments.

The Strategic Fiber Transaction is expected to close in the first half of 2026, subject to certain closing conditions and regulatory approvals.

Business—Overview"* for further discussion of the pending sale of the Fiber Business.

The Fiber Business did not meet the criteria for assets held for sale as of December 31, 2024, and therefore remains presented as a component of continuing operations.

As a result, this document, unless otherwise noted, does not contemplate the planned sale of the Fiber Business.

See note 16 to our consolidated financial statements for a discussion of the 2024 Restructuring Plan, which resulted in, among other things, an

increase in return thresholds on new growth opportunities in the Fiber segment and a reduction in Fiber segment capital expenditures for the year ended December 31, 2024.

For full year 2024, there was a reduction in cash payments related to Sprint Cancellations of $165 million to satisfy the remaining rental obligations.

◦In June 2024, we initiated the 2024 Restructuring Plan as part of our efforts to drive operational efficiencies, enhance returns by increasing return thresholds on new growth opportunities and reduce operating costs and capital expenditures, with a primary focus on our Fiber segment.

MD&A—Results of Operations*" for further discussion of the 2024 Restructuring Plan.

Additionally, in March 2025, we concluded the strategic review following the announcement of the Strategic Fiber Transaction, as discussed above.

See note 16 to our consolidated financial statements and "*Item 2.*

*MD&A—Results of Operations*" for further discussion of the 2024 Restructuring Plan and "*Item 1.

Business—Overview"* for further discussion of the pending sale of the Fiber Business.

*◦*As part of the announced plans to enhance returns in the Fiber segment, during the fourth quarter of 2024 we completed discussions with certain of our tenants regarding approximately 7,000 previously-identified greenfield small cell nodes in our contracted backlog that we mutually agreed to cancel.

We wrote off property and equipment deemed to have no alternative future use, and as a result, recognized approximately $106 million as "Asset write-down charges" on our consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2024.

- Goodwill Impairment

◦Management performed its annual goodwill impairment test in the fourth quarter of 2024.

The quantitative impairment test indicated that the carrying amount of our Fiber reporting unit exceeded its estimated fair value.

As such, management recorded a goodwill impairment charge of $5.0 billion for the year ended December 31, 2024, resulting in no goodwill remaining for the Fiber reporting unit.

MD&A—Accounting and Reporting Matters—Critical Accounting Policies and Estimates"* and note 5 to our consolidated financial statements.

We are updating our capital allocation framework to focus more on free cash flow generation and financial flexibility, which we currently expect to result in a reduction to our dividend, beginning with our expected second quarter 2025 dividend.

Whether dividends are to be declared and the amount and timing thereof remain subject to the discretion of our board of directors.

- Beginning in the first quarter 2025, the Fiber Business will be presented as a discontinued operation, and its net assets will be classified as held for sale and comparable prior periods will be recast to reflect this change.

Upon classification as held for sale in the first quarter of 2025, we expect to recognize a loss of between $700 and $800 million, inclusive of estimated transaction fees.

◦We expect to realize approximately $100 million annualized run-rate labor and facilities cost savings, of which approximately $65 million was realized in 2024.

The remaining savings of approximately $35 million are expected to be realized in 2025, with $30 million expected in selling, general and administrative and $5 million in site rental costs of operations.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

(a)See reconciliations of these non-GAAP financial measures to segment operating profit (loss) and definitions included in *"Item 7.

MD&A—Accounting and Reporting Matters—Non-GAAP.*

(b)Includes $9 million of non-renewals associated with Sprint Cancellations.

(c)Represents $170 million of payments associated with Sprint Cancellations received in 2023 and not recurring in 2024, which were partially offset by approximately $5 million of payments associated with Sprint Cancellations received in 2024.

Prepaid rent amortization includes $59 million of accelerated prepaid rent amortization associated with the Sprint Cancellations that was recognized in 2023 that did not recur in 2024.

The decrease of $47 million and $63 million in Towers site rental revenue and Towers Adjusted Site Rental Gross Margin, respectively, was primarily due to a decrease in prepaid rent amortization, as new leasing activity and contractual cash escalators were substantially offset by a decline in the associated straight-line accounting adjustment.

The decrease in selling, general and administrative expenses was primarily related to a decrease in employee- and facility-related costs as a result of our aforementioned restructuring activities, which was partially offset by an increase in advisory fees, mostly stemming from our recent proxy contest and the Fiber strategic review.

Asset write-down charges for 2024 increased by $115 million, or 348% from 2023.

The increase was primarily related to the $106 million charge due to the cancellation of approximately 7,000 greenfield small cell nodes in our contracted backlog, as was mutually agreed upon with certain of our tenants.

MD&A—General Overview"* for additional information.

This decrease predominately resulted from certain site rental contracts and tenant relationships intangible assets becoming fully amortized.

For 2023, these Sprint Cancellations resulted in $21 million of non-renewals that were offset by cash payments of $170 million to satisfy the remaining rental obligations.

The Plan includes reducing the total employee headcount by approximately 15%, discontinuing installation services as a Towers product offering while continuing to offer site development services on our towers, and consolidating office space.

◦The actions announced in July 2023 associated with the Plan and related charges are expected to be substantially completed and recorded by June 30, 2024, while the payments are expected to be completed for the employee headcount reduction and office space consolidation in 2024 and 2032, respectively.

We currently expect our common stock dividends over the next 12 months to be a cumulative amount of at least $6.26 per share, or an aggregate amount of approximately $2.7 billion.

Any future common stock dividends are subject to declaration by our board of directors.

- We expect that, when compared to full year 2023, our full year 2024 site rental revenues growth will be positively impacted by tenant additions, as large wireless carriers and fiber solutions tenants continue to focus on meeting the increasing demand for data.

◦We expect that our discretionary capital expenditures will increase as we accelerate the pace of small cell deployments.

◦In 2024, we expect to realize $105 million in labor and facilities cost savings, of which $50 million is expected in selling, general and administrative, $40 million in services and other costs of operations and $15 million in site rental costs of operations.

The 2024 costs savings are expect to be partially offset by a $40 million reduction in services and other gross margin due to the discontinuation of installation services.

(b)Core leasing activity and non-renewals include $170 million and $21 million, respectively, of payments received from and non-renewals associated with Sprint Cancellations, respectively.

(d)Represents the contribution from recent acquisitions until the one-year anniversary of such acquisitions.

As a significant portion of our Towers site rental revenue growth was generated from long-term contracts, revenue increases under contractual cash escalators were substantially offset by a decline in the associated straight-line accounting adjustment.

The $34 million decrease in Towers site rental gross margin was primarily due to higher Towers site rental costs of operations, including ground lease agreements that contain contingent payment provisions such as CPI-based escalations.

The increase in selling, general and administrative expenses was primarily related to (1) increased investment in information technology, (2) the strategic review previously announced in December 2023 and (3) certain other expenses, including facilities, returning to their pre-pandemic operations following our return to office in February 2022, partially offset by (4) a decrease in labor cost as a result of our aforementioned restructuring activities.

The increase in Fiber operating profit (loss) was primarily related to the previously-mentioned increase in Fiber site rental gross margin.

The charges primarily consisted of $62 million related to cash payments that have been made in 2023 or are expected to be made in 2024 associated with employee severance and other one-time termination benefits and $16 million of remaining obligations under facility leases payable through 2032.

Additionally, we also recorded non-cash charges of $1 million related to share-based compensation and $6 million for accelerated depreciation.

The increase predominately resulted from an increase in the interest rates on the 2016 Term Loan A, 2016 Revolver and Commercial Paper Notes, as well as an increase in our outstanding indebtedness due to the financing of our discretionary capital expenditures.

As a result of repaying certain of our indebtedness in conjunction with our refinancing activities during 2022, we incurred losses on retirement of long-term obligations of $28 million.

Adjusted EBITDA increased by $75 million, or 2%, from 2022 to 2023.

We target a leverage ratio of approximately five times Adjusted EBITDA, subject to various factors, such as the availability and cost of capital and the potential long-term return on our discretionary investments.

We may choose to increase or decrease our leverage from this target for various periods of time.

| Total equity | | | 6,381 | | |

expenditures and (4) restructuring and related charges associated with the Plan described in note 16 to our consolidated financial statements.

| Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents- continuing operations | | | (46) | | | | | | (139) | | | | | | 147 | | |

| Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents - discontinued operations(a) | | | — | | | | | | — | | | | | | (62) | | |

| Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents | | | $ | (46) | | | | | $ | (139) | | | | | $ | 85 | |

The increase in net cash provided by operating activities of $248 million for 2023 from 2022 was due primarily to a net increase from changes in working capital and growth in our core business, including $170 million of payments received from Sprint Cancellations.

Capital expenditures increased from 2022 to 2023 and were primarily impacted by the previously-mentioned increased discretionary capital expenditures in our Fiber segment.

- prepaying in full the previously outstanding Tower Revenue Notes, Series 2018-1 in March 2022;

- redeeming in full the previously outstanding 3.849% Secured Notes in March 2022;

- entering into an amendment to the 2016 Credit Facility in July 2022 that provided for, among other things, (1) the extension of the maturity date from June 2026 to July 2027, (2) an increase to the aggregate commitments under the 2016 Revolver from $5.0 billion to $7.0 billion, (3) certain modifications to a specified sustainability metric and (4) the replacement of the LIBOR pricing benchmark with the Term SOFR pricing benchmark; and

- increasing the size of our CP Program in March 2022 to permit the issuance of Commercial Paper Notes in an aggregate principal amount not to exceed $2.0 billion at any time outstanding.

| Debt and other long-term obligations(a) | | | $ | 835 | | | | | $ | 599 | | | | | $ | 2,777 | | | | | $ | 3,918 | | | | | $ | 2,628 | | | | | $ | 12,335 | | | | | $ | 23,092 | |

| Interest payments on debt and other long-term obligations(b)(c) | | | 873 | | | | | | 850 | | | | | | 815 | | | | | | 705 | | | | | | 581 | | | | | | 5,642 | | | | | | 9,466 | | |

| Lease obligations(d) | | | 570 | | | | | | 557 | | | | | | 548 | | | | | | 542 | | | | | | 540 | | | | | | 5,472 | | | | | | 8,229 | | |

| Total material cash requirements | | | $ | 2,278 | | | | | $ | 2,006 | | | | | $ | 4,140 | | | | | $ | 5,165 | | | | | $ | 3,749 | | | | | $ | 23,449 | | | | | $ | 40,787 | |

*Accounting for Goodwill—Impairment Evaluation.* We test goodwill for impairment on an annual basis, regardless of whether adverse events or changes in circumstances have occurred.

We performed our most recent annual goodwill impairment test as of October 1, 2023, which resulted in no impairments.

Such adjustments could cause a material effect on our results of operations for the period of the adjustment.

As of December 31, [removed: 2023] [added: 2024] and December 31, [removed: 2022] [added: 2023] we had no interest rate swaps.

Our interest rate risk as of December 31, [removed: 2023] [added: 2024] relates primarily to the impact of interest rate movements on the following:

- the potential refinancing of our [removed: $22.9] [added: $24.1] billion in existing debt, compared to [removed: $21.7] [added: $22.9] billion [removed: in the prior year;][added: as of December 31, 2023;]

- our [removed: $1.8] [added: $2.5] billion of floating rate debt, compared to [removed: $3.7] [added: $1.8] billion [removed: in the prior year,] [added: as of December 31, 2023,] representing approximately [removed: 8%] [added: 10%] and [removed: 17%] [added: 8%] of total debt respectively; potential future borrowings of incremental debt, including borrowings under our 2016 Credit Facility and issuances under our CP Program; and

[removed: Since] [added: From] March [removed: 2022,] [added: 2022 until recently,] the Federal Reserve [removed: has] repeatedly raised the federal funds [removed: rate for a cumulative increase of 5.25%,] [added: rate,] which adversely impacted the interest rates on our variable rate debt and refinancings of fixed rate debt.

[removed: Any] [added: Recently, the Federal Reserve has started to loosen its monetary policy by lowering the federal funds rate; however, any] prolonged period of elevated interest rates or further increases to interest rates could increase our costs of borrowing.

As of December 31, [removed: 2023,] [added: 2024,] we had [removed: $1.8] [added: $2.5] billion of floating rate debt.

A hypothetical unfavorable fluctuation in market interest rates on our existing floating rate debt of 1/4 of a percent point over a 12-month period would increase our interest expense by approximately [removed: $5] [added: $6] million.

*Potential Refinancing of Existing Debt.* Our contractual debt maturities over the next 12 months consist of Commercial Paper Notes that may be outstanding from time to time, the [removed: 3.200%] [added: 1.350%] Senior Notes and principal payments on certain outstanding debt.

See below for [added: additional discussion as well as] a tabular presentation of our scheduled contractual debt maturities as of December 31, [removed: 2023.][added: 2024.]

The future principal payments and weighted-average interest rates are presented as of December 31, [removed: 2023.][added: 2024.]

| *(In millions of dollars)* | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value(a) | | |

| Average interest rate(b)(c)(d) | | | [removed: 3.3] [added: 1.6] | | % | | | | [removed: 1.6] [added: 3.0] | | % | | | | [removed: 3.0] [added: 3.5] | | % | | | | [removed: 3.5] [added: 4.5] | | % | | | | [removed: 4.5] [added: 4.6] | | % | | | | [removed: 3.6] [added: 3.7] | | % | | | | [removed: 3.6] [added: 3.7] | | % | | | | | | |

The full year [removed: 2023] [added: 2024] Excess Cash Flow of the issuers of the Tower Revenue Notes was approximately [removed: $993 million.][added: $1.0 billion.]

(e) Predominately consists of our senior unsecured term loan A facility ("2016 Term Loan [removed: A") and our 2016 Revolver borrowings, each of] [added: A"),] which matures in 2027.

[removed: Additionally, see] [added: See] note 7 to our consolidated financial statements for information regarding potential upward or downward adjustments to the interest rate spread and unused commitment fee percentage on our 2016 Credit Facility if we achieve specified annual sustainability targets or fail to meet annual sustainability thresholds.

We currently expect to refinance the Tower Revenue Notes, Series 2015-2 on or prior to the anticipated repayment date of May 15, 2025.

| Fixed rate debt(b) | | | $ | 550 | | | | | $ | 2,696 | | | | | $ | 2,292 | | | | | $ | 2,635 | | | | | $ | 2,478 | | | | | $ | 11,130 | | | | | $ | 21,781 | | | | | $ | 19,940 | |

| Variable rate debt(e) | | | $ | 1,401 | | (f) | | | $ | 91 | | | | | $ | 966 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 2,458 | | | | | $ | 2,458 | |

| Average interest rate(e) | | | 5.0 | | % | | | | 5.3 | | % | | | | 5.1 | | % | | | | — | | % | | | | — | | % | | | | — | | % | | | | 5.1 | | % | | | | | | |

(f) Predominately consists of outstanding indebtedness under our CP Program.

Such amounts may be issued, repaid or re-issued from time to time.

| Fixed rate debt(b) | | | $ | 791 | | | | | $ | 539 | | | | | $ | 2,686 | | | | | $ | 2,282 | | | | | $ | 2,628 | | | | | $ | 12,334 | | | | | $ | 21,260 | | | | | $ | 19,369 | |

| Variable rate debt(e) | | | $ | 45 | | | | | $ | 60 | | | | | $ | 91 | | | | | $ | 1,636 | | | | | $ | — | | | | | $ | — | | | | | $ | 1,832 | | | | | $ | 1,832 | |

| Average interest rate(e) | | | 5.9 | | % | | | | 4.7 | | % | | | | 4.4 | | % | | | | 4.5 | | % | | | | — | | % | | | | — | | % | | | | 4.5 | | % | | | | | | |

We own, operate and lease shared communications infrastructure that is geographically dispersed throughout the U.S., including (1) more than 40,000 towers and other structures, such as rooftops (collectively, "towers"), (2) approximately [removed: 115,000] [added: 105,000] small [removed: cells on air] [added: cell nodes either currently generating revenue] or under contract and (3) approximately 90,000 route miles of fiber primarily supporting small cells and fiber solutions.

We refer to our towers, small cells and fiber assets collectively as "communications infrastructure," [removed: and] [added: and, at times,] to our customers on our communications infrastructure as "tenants." Our operating segments consist of (1) Towers and (2) Fiber, which includes both small cells and fiber solutions.

The majority of our small cells and fiber assets are located in major metropolitan areas, including a presence [removed: within every] [added: in most] major U.S. [removed: market.][added: markets.]

Our largest tenants are T-Mobile, AT&T and Verizon Wireless, which collectively accounted for approximately three-fourths of our [removed: 2023] [added: 2024] consolidated site rental revenues.

Site rental revenues represented [removed: 94%] [added: 97%] of our [removed: 2023] [added: 2024] consolidated net revenues, of which [removed: 66%] [added: 67%] and [removed: 34%] [added: 33%] were from our Towers segment and Fiber segment, respectively.

Within our Fiber segment, [removed: 64%] [added: 66%] and [removed: 36%] [added: 34%] of our [removed: 2023] [added: 2024] site rental revenues related to fiber solutions and small cells, respectively.

As of December 31, [removed: 2023,] [added: 2024,] exclusive of renewals exercisable at the tenants' option, our tenant contracts had a weighted-average remaining life of approximately six years and represented [removed: $39] [added: $35.9] billion of expected future cash inflows.

As part of our effort to provide comprehensive communications infrastructure solutions, as an ancillary business, we also offer certain services primarily relating to our Towers segment, predominately consisting of [added: pre-construction] site development services relating to existing or new tenant equipment installations, including: site acquisition, architectural and engineering, or zoning and permitting (collectively, "site development services").

See note 16 to our consolidated financial statements for a discussion of the [removed: Company's] July 2023 restructuring [removed: ("Plan"),] [added: plan,] which included discontinuing [removed: tenant equipment installations or subsequent augmentations (collectively, "installation services")] [added: installation services] as a Towers product offering.

To remain qualified and be taxed as a REIT, we [removed: will] [added: are] generally [removed: be] required to annually distribute to our stockholders at least 90% of our REIT taxable income, after the utilization of our [removed: NOLs] [added: net operating loss carryforwards "NOLs"] (determined without regard to the dividends paid deduction and excluding net capital gain) (see notes 2 and 9 to our consolidated financial statements).

As a result, consumer wireless devices are trending toward bandwidth-intensive devices, including smartphones, laptops, tablets and other emerging and embedded devices, and U.S. wireless carriers are among the first carriers in the world to [removed: begin offering] [added: offer] commercial 5th Generation ("5G") mobile cellular communications services to further support such growth.

[added: See] note 3 to our consolidated financial statements for a tabular presentation of the minimum rental payments due to us by tenants pursuant to tenant contracts without consideration of tenant renewal options as of December 31, [removed: 2023.][added: 2024.]

As of December 31, [removed: 2023,] [added: 2024,] the average number of tenants (calculated as a unique license together with any related amendments thereto) per tower was approximately [removed: 2.5.][added: 2.4.]

[removed: Nearly half] [added: Approximately 40%] of our site rental costs of operations consists of Towers ground lease expenses, and the remainder [added: primarily] includes fiber access expenses (primarily leases of fiber assets and other access agreements to facilitate our communications infrastructure), repairs and maintenance, employee compensation or related benefit costs, property taxes, and utilities.

We seek to add tenants to our existing communications infrastructure at a low incremental operating cost, [removed: delivering high incremental returns to our business.]

*Services.* As part of our effort to provide comprehensive communications infrastructure solutions, as an ancillary business, we also offer certain services primarily relating to [added: pre-construction] site development services in our Towers segment.

See note 16 to our consolidated financial statements for a discussion of the [removed: Company's] July 2023 restructuring [removed: plan,] [added: ("2023 Restructuring Plan"),] which included discontinuing [removed: installation services] [added: tenant equipment installations and subsequent augmentations (collectively, "installation services")] as a Towers product [removed: offering.][added: offering and (2) the June 2024 restructuring plan ("2024 Restructuring Plan," and together with the 2023 Restructuring Plan, "Restructuring Plans").]

In [removed: 2023, approximately 51% of] [added: 2024,] our services and other revenues [removed: related to installation services, and the remainder predominately] [added: primarily] related to site development services.

Collectively, these three tenants accounted for approximately three-fourths of our [removed: 2023] [added: 2024] site rental revenues.

For [removed: 2023,] [added: 2024,] our site rental revenues by tenant were as follows:

[removed: ][added: ]

Our shared communications infrastructure model results in the use of fewer resources, including water, energy, metals and other materials, than would otherwise be needed to construct and maintain communications [removed: infrastructure.][added: infrastructure under a single-tenant infrastructure model.]

We [added: currently] maintain annual sustainability targets in our senior unsecured credit facility.

Further, we have a goal to be carbon neutral [removed: by] [added: for] 2025 in Scope 1 and 2 emissions by continuing to invest in energy reduction initiatives, sourcing renewable energy, and, to a lesser extent, utilizing carbon credits or offsets.

The information on our website, including our ESG Reports, is not, and shall not be deemed to be, incorporated by reference into this [removed: 2023] [added: 2024] Form 10-K or any other filings with the SEC unless expressly noted in any such other filings.

As of January 31, [removed: 2024,] [added: 2025,] we employed approximately [removed: 4,700] [added: 3,900] people, all of whom were based in the U.S. From time to time, we also add contingent workers to support our business.

We also [added: periodically] conduct company-wide employee surveys to help us understand how they feel about working at our company and track the results to inform our human capital strategies.

We offer a [removed: competitive] [added: comprehensive] total rewards package which includes market-based pay, performance-based annual incentive awards, healthcare and retirement benefits, mental health benefits, parental and family leave, holiday and paid time off and tuition assistance.

Risk Factors"* and note 16 to our consolidated financial statements for further discussion of our [removed: July 2023 restructuring activities,] [added: Restructuring Plans,] which [removed: included reducing the] [added: resulted in a reduction of] total employee [removed: headcount by approximately 15%.][added: headcount.]

[added: Proposals to construct or to modify existing tower or antenna structures above certain heights] are reviewed by the FAA to ensure the structure will not present a hazard to aviation, which determination may be conditioned upon compliance with lighting or marking requirements.

In addition, our Corporate Governance Guidelines, Proper Business Practices and Ethics Policy, Financial Code of Ethics, and the charters of our Audit Committee, Compensation [added: and Human Capital] Committee and Nominating, Environmental, Social and Governance Committee are available through the Investors section of our website at https://investor.crowncastle.com, and such information is also available in print to any stockholder who requests it.

On March 13, 2025, management signed a definitive agreement ("Strategic Fiber Agreement") to sell our Fiber segment, together with certain supporting assets and personnel ("Fiber Business"), with Zayo Group Holdings Inc. ("Zayo") acquiring the fiber solutions business and EQT Active Core Infrastructure fund ("EQT") acquiring the small cell business ("Strategic Fiber Transaction").

Under the agreement, we will receive $8.5 billion in aggregate, subject to certain closing adjustments.

The Strategic Fiber Transaction is expected to close in the first half of 2026, subject to certain closing conditions and regulatory approvals.

The Fiber Business did not meet the criteria for assets held for sale as of December 31, 2024, and therefore remains presented as a component of continuing operations.

As a result, this document, unless otherwise noted, does not contemplate the planned sale of the Fiber Business.

Following the announcement of the Strategic Fiber Transaction and beginning with the Company's filing of Form 10-Q for the quarter ended March 31, 2025, the Fiber Business will be presented as a discontinued operation, and its net assets will be classified as held for sale and comparable prior periods will be recast to reflect this change.

Upon classification as held for sale, we expect to recognize a loss of between $700 and $800 million, inclusive of estimated transaction fees.

delivering high incremental returns to our business.

We focus on building and retaining a strong and innovative workforce with a variety of backgrounds, experiences and points of view.

See

We continue to focus on building and retaining a more diverse workforce and a more inclusive community to make our company stronger and more innovative.

We actively partner with non-profit and community organizations to create a diverse talent pipeline.

In addition, our board of directors is currently comprised of 58% female or racially diverse directors.

Proposals to construct or to modify existing tower or antenna structures above certain heights

For the fiscal year ended December 31, [removed: 2023][added: 2024]

[removed: ][added: ]

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant was approximately [removed: $49.2] [added: $42.4] billion as of June 30, [removed: 2023,] [added: 2024,] the last business day of the registrant's most recently completed second fiscal quarter, based on the New York Stock Exchange closing price on that day of [removed: $113.94] [added: $97.70] per share.

As of [removed: February 20, 2024,] [added: March 12, 2025,] there were [removed: 434,215,269] [added: 435,431,269] shares of common stock outstanding.

The information required to be furnished pursuant to Part III of this Form 10-K will be set forth in, and incorporated by reference from, the registrant's definitive proxy statement for the annual meeting of stockholders [removed: ("2024] [added: ("2025] Proxy Statement"), which will be filed with the Securities and Exchange Commission not later than 120 days after the end of the fiscal year ended December 31, [removed: 2023.][added: 2024.]

| Item 1. | | | | | | [removed: [Business](#if1196dff664a4b458f5f83915491391a_13)] [added: [Business](#i243c39e7ead24934bfd12c187b182c86_13)] | | | [removed: [4](#if1196dff664a4b458f5f83915491391a_13)] [added: [4](#i243c39e7ead24934bfd12c187b182c86_13)] | | |

| Item 1A. | | | | | | [Risk [removed: Factors](#if1196dff664a4b458f5f83915491391a_16)] [added: Factors](#i243c39e7ead24934bfd12c187b182c86_16)] | | | [removed: [12](#if1196dff664a4b458f5f83915491391a_16)] [added: [12](#i243c39e7ead24934bfd12c187b182c86_16)] | | |

| Item 1B. | | | | | | [Unresolved Staff [removed: Comments](#if1196dff664a4b458f5f83915491391a_19)] [added: Comments](#i243c39e7ead24934bfd12c187b182c86_19)] | | | [removed: [26](#if1196dff664a4b458f5f83915491391a_19)] [added: [30](#i243c39e7ead24934bfd12c187b182c86_19)] | | |

| Item 1C. | | | | | | [removed: [Cybersecurity](#if1196dff664a4b458f5f83915491391a_1713)] [added: [Cybersecurity](#i243c39e7ead24934bfd12c187b182c86_22)] | | | [removed: [26](#if1196dff664a4b458f5f83915491391a_19)] [added: [30](#i243c39e7ead24934bfd12c187b182c86_19)] | | |

| Item 2. | | | | | | [removed: [Properties](#if1196dff664a4b458f5f83915491391a_22)] [added: [Properties](#i243c39e7ead24934bfd12c187b182c86_25)] | | | [removed: [26](#if1196dff664a4b458f5f83915491391a_22)] [added: [31](#i243c39e7ead24934bfd12c187b182c86_25)] | | |

| Item 3. | | | | | | [Legal [removed: Proceedings](#if1196dff664a4b458f5f83915491391a_25)] [added: Proceedings](#i243c39e7ead24934bfd12c187b182c86_28)] | | | [removed: [27](#if1196dff664a4b458f5f83915491391a_25)] [added: [31](#i243c39e7ead24934bfd12c187b182c86_28)] | | |

| Item 4. | | | | | | [Mine Safety [removed: Disclosures](#if1196dff664a4b458f5f83915491391a_28)] [added: Disclosures](#i243c39e7ead24934bfd12c187b182c86_31)] | | | [removed: [27](#if1196dff664a4b458f5f83915491391a_28)] [added: [31](#i243c39e7ead24934bfd12c187b182c86_31)] | | |

| Item 5. | | | | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#if1196dff664a4b458f5f83915491391a_34)] [added: Securities](#i243c39e7ead24934bfd12c187b182c86_37)] | | | [removed: [28](#if1196dff664a4b458f5f83915491391a_34)] [added: [32](#i243c39e7ead24934bfd12c187b182c86_37)] | | |

| Item 6. | | | | | | [removed: [\[Reserved\]](#if1196dff664a4b458f5f83915491391a_37)] [added: [\[Reserved\]](#i243c39e7ead24934bfd12c187b182c86_40)] | | | [removed: [30](#if1196dff664a4b458f5f83915491391a_37)] [added: [34](#i243c39e7ead24934bfd12c187b182c86_40)] | | |

| Item 7. | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#if1196dff664a4b458f5f83915491391a_40)] [added: Operations](#i243c39e7ead24934bfd12c187b182c86_43)] | | | [removed: [30](#if1196dff664a4b458f5f83915491391a_40)] [added: [34](#i243c39e7ead24934bfd12c187b182c86_43)] | | |

| Item 7A. | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#if1196dff664a4b458f5f83915491391a_52)] [added: Risk](#i243c39e7ead24934bfd12c187b182c86_55)] | | | [removed: [48](#if1196dff664a4b458f5f83915491391a_52)] [added: [54](#i243c39e7ead24934bfd12c187b182c86_55)] | | |

| Item 8. | | | | | | [Financial Statements and Supplementary [removed: Data](#if1196dff664a4b458f5f83915491391a_58)] [added: Data](#i243c39e7ead24934bfd12c187b182c86_61)] | | | [removed: [50](#if1196dff664a4b458f5f83915491391a_58)] [added: [56](#i243c39e7ead24934bfd12c187b182c86_61)] | | |

| Item 9. | | | | | | [Changes in and Disagreements With Accountants on Accounting and Financial [removed: Disclosure](#if1196dff664a4b458f5f83915491391a_148)] [added: Disclosure](#i243c39e7ead24934bfd12c187b182c86_142)] | | | [removed: [85](#if1196dff664a4b458f5f83915491391a_148)] [added: [95](#i243c39e7ead24934bfd12c187b182c86_142)] | | |

| Item 9A. | | | | | | [Controls and [removed: Procedures](#if1196dff664a4b458f5f83915491391a_151)] [added: Procedures](#i243c39e7ead24934bfd12c187b182c86_145)] | | | [removed: [85](#if1196dff664a4b458f5f83915491391a_151)] [added: [95](#i243c39e7ead24934bfd12c187b182c86_145)] | | |

| Item 9B. | | | | | | [Other [removed: Information](#if1196dff664a4b458f5f83915491391a_154)] [added: Information](#i243c39e7ead24934bfd12c187b182c86_148)] | | | [removed: [86](#if1196dff664a4b458f5f83915491391a_154)] [added: [96](#i243c39e7ead24934bfd12c187b182c86_148)] | | |

| Item 9C. | | | | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#if1196dff664a4b458f5f83915491391a_157)] [added: Inspections](#i243c39e7ead24934bfd12c187b182c86_151)] | | | [removed: [86](#if1196dff664a4b458f5f83915491391a_157)] [added: [96](#i243c39e7ead24934bfd12c187b182c86_151)] | | |

| Item 10. | | | | | | [Directors and Executive Officers of the [removed: Registrant](#if1196dff664a4b458f5f83915491391a_163)] [added: Registrant](#i243c39e7ead24934bfd12c187b182c86_157)] | | | [removed: [87](#if1196dff664a4b458f5f83915491391a_163)] [added: [97](#i243c39e7ead24934bfd12c187b182c86_157)] | | |

| Item 11. | | | | | | [Executive [removed: Compensation](#if1196dff664a4b458f5f83915491391a_166)] [added: Compensation](#i243c39e7ead24934bfd12c187b182c86_160)] | | | [removed: [87](#if1196dff664a4b458f5f83915491391a_166)] [added: [97](#i243c39e7ead24934bfd12c187b182c86_160)] | | |

| Item 12. | | | | | | [Security Ownership of Certain Beneficial Owners and [removed: Management](#if1196dff664a4b458f5f83915491391a_169)] [added: Management](#i243c39e7ead24934bfd12c187b182c86_163)] | | | [removed: [87](#if1196dff664a4b458f5f83915491391a_169)] [added: [97](#i243c39e7ead24934bfd12c187b182c86_163)] | | |

| Item 13. | | | | | | [Certain Relationships and Related [removed: Transactions](#if1196dff664a4b458f5f83915491391a_172)] [added: Transactions](#i243c39e7ead24934bfd12c187b182c86_166)] | | | [removed: [87](#if1196dff664a4b458f5f83915491391a_172)] [added: [97](#i243c39e7ead24934bfd12c187b182c86_166)] | | |

| Item 14. | | | | | | [Principal Accounting Fees and [removed: Services](#if1196dff664a4b458f5f83915491391a_175)] [added: Services](#i243c39e7ead24934bfd12c187b182c86_169)] | | | [removed: [87](#if1196dff664a4b458f5f83915491391a_175)] [added: [97](#i243c39e7ead24934bfd12c187b182c86_169)] | | |

| Item 15. | | | | | | [Exhibits, Financial Statement [removed: Schedules](#if1196dff664a4b458f5f83915491391a_181)] [added: Schedules](#i243c39e7ead24934bfd12c187b182c86_175)] | | | [removed: [88](#if1196dff664a4b458f5f83915491391a_181)] [added: [98](#i243c39e7ead24934bfd12c187b182c86_175)] | | |

| Item 16. | | | | | | [Form 10-K [removed: Summary](#if1196dff664a4b458f5f83915491391a_187)] [added: Summary](#i243c39e7ead24934bfd12c187b182c86_181)] | | | [removed: [97](#if1196dff664a4b458f5f83915491391a_187)] [added: [108](#i243c39e7ead24934bfd12c187b182c86_181)] | | |

This Annual Report on Form 10-K [removed: ("2023] [added: ("2024] Form 10-K") contains forward-looking statements that are based on our management's expectations as of the filing date of this report with the Securities and Exchange Commission ("SEC").

Examples of forward-looking statements include our full year [removed: 2024] [added: 2025] outlook and [removed: our] plans, projections, expectations and estimates regarding (1) [added: our strategy,] the value of our business model and the demand for our communications infrastructure, (2) the growth potential of the U.S. market for shared communications infrastructure, (3) growth in the communications infrastructure industry, (4) demand for data and factors driving such demand, (5) the duration of our construction projects, (6) tenants' investment in wireless networks, (7) use of high-bandwidth applications, (8) our ability to service our debt and comply with debt covenants, (9) the level of commitment under our debt instruments, (10) our ability to remain qualified as a real estate investment trust ("REIT"), (11) site rental revenues, including the growth thereof, (12) sources and uses of liquidity, (13) impact from the [removed: T-Mobile and] Sprint [removed: network consolidation,] [added: cancellations (as defined below),] (14) drivers of cash flow growth, (15) our competitive advantage, (16) our [removed: dividends, including] [added: dividend policy and the] timing, [removed: amount,] [added: amount (including any increase or decrease),] payment or tax [removed: characterization, (17) the timing] [added: characterization] of [removed: small cell deployments, (18)] [added: our dividends, (17)] discretionary and sustaining capital expenditures and expansion of our business, [removed: (19)] [added: (18)] impact of elevated [added: interest]

Unless this [removed: 2023] [added: 2024] Form 10-K indicates otherwise or the context otherwise requires, the terms, "we," "our," "our company," "the company" or "us" as used in this [removed: 2023] [added: 2024] Form 10-K refer to Crown Castle Inc. and its predecessor (organized in 1995), as applicable, each a Delaware corporation (together, "CCI"), and their subsidiaries.

| | | | | | | [PART I](#i243c39e7ead24934bfd12c187b182c86_10) | | | | | |

| | | | | | | [PART II](#i243c39e7ead24934bfd12c187b182c86_34) | | | | | |

| | | | | | | [PART III](#i243c39e7ead24934bfd12c187b182c86_154) | | | | | |

| | | | | | | [PART IV](#i243c39e7ead24934bfd12c187b182c86_172) | | | | | |

| [Signatures](#i243c39e7ead24934bfd12c187b182c86_190) | | | | | | | | | [111](#i243c39e7ead24934bfd12c187b182c86_190) | | |

rates, (19) the growth in our business and its driving factors, (20) our ESG (as defined below) goals, including carbon neutrality, (21) non-renewals, (22) restructuring activities and the cost reductions, charges, payments, scope, actions and savings associated therewith, including timing, amounts, and impact, (23) Fiber strategic review, (24) impacts of small cell node cancellations, (25) small cell nodes backlog and deployment, including timing of small cell deployments, (26) actions by activist stockholders and the impact therefrom, (27) the impacts to our business and results stemming from the changes to our strategy and operating plans as a result of the Fiber operating review, including with respect to Fiber capital investments, revenues and cash flows, (28) the valuation of the Fiber segment in connection with the goodwill impairment charge, (29) the Strategic Fiber Agreement and Strategic Fiber Transaction (each as defined below) and pending sale of our Fiber Business (as defined below), including the timing, completion and scope thereof, the potential impacts on our business and results, and the activities and loss associated therewith, (30) the impacts stemming from changes to our capital allocation framework, including an anticipated decrease of our dividend, and (31) maintenance of an investment grade credit profile.

Whether dividends are to be declared and the amount and timing thereof remain subject to the discretion of our board of directors.

| | | | | | | [PART I](#if1196dff664a4b458f5f83915491391a_10) | | | | | |

| | | | | | | [PART II](#if1196dff664a4b458f5f83915491391a_31) | | | | | |

| | | | | | | [PART III](#if1196dff664a4b458f5f83915491391a_160) | | | | | |

| | | | | | | [PART IV](#if1196dff664a4b458f5f83915491391a_178) | | | | | |

| [Signatures](#if1196dff664a4b458f5f83915491391a_196) | | | | | | | | | [100](#if1196dff664a4b458f5f83915491391a_196) | | |

interest rates, (20) the growth in our business and its driving factors, (21) our ESG (as defined below) goals, including carbon neutrality, (22) non-renewals, (23) restructuring activities and the cost reductions, charges, scope, actions and savings associated therewith, including timing, amounts, impact and recurrence, (24) strategic review and (25) actions by activist stockholders and the impact therefrom.

All future dividends are subject to declaration by our board of directors.

Our Security Operations Center ("SOC"), which operates 24 hours a day, 365 days a year, is designed to provide visibility of security events across [removed: the company] [added: our Company] and a mechanism for swiftly addressing cyber threats before they compromise data security.

Our CISO has [added: over] 25 years of cybersecurity experience, including having served as Chief Technology Officer/CISO and co-founder of two cybersecurity companies, during which time he provided cybersecurity consulting services to Fortune 500 companies and taught [added: a] digital and network forensics course at the National Computer Forensics Institute.

Prior to joining our company, our CISO served as the Director of Security Services for a large network infrastructure [removed: company] [added: company,] and our CIO was responsible for network security policies, technology, and operations, including intrusion detection systems and conduct penetration testing, at another large public company.

The CIO [removed: (and previously, Vice President, Audit and Security)] periodically reports to the Audit Committee regarding cybersecurity risk exposure and risk mitigation strategies.

While we have not, as of the date of this [removed: 2023] [added: 2024] 10-K, experienced a cybersecurity threat or incident that resulted in a material adverse impact to our business or operations, there can be no guarantee that we will not experience such an incident in the future.

Our tenants' wireless equipment may be placed on towers, [added: building rooftops and other structures.]

Additionally, we own or lease approximately 90,000 route miles of fiber primarily supporting our (1) approximately [removed: 115,000] [added: 105,000] small [removed: cells on air] [added: cell nodes either currently generating revenue] or under contract and (2) fiber solutions.

The majority of our fiber assets are located in major metropolitan areas, including a presence [removed: within every] [added: in most] major U.S. [removed: market.][added: markets.]

Business—Overview"* for information regarding our tower and fiber [removed: portfolios.][added: portfolios and the pending sale of the Fiber Business.]

Approximately [removed: 53%] [added: 54%] of our towers are leased or subleased or operated and managed under master leases, subleases, or other agreements with AT&T and T-Mobile (including those which T-Mobile assumed in its merger with Sprint).

See *"Item 1.

Business—Overview"* for further discussion of the pending sale of the Fiber Business, which includes the sale of certain of our office buildings.

building rooftops and other structures.

Our common stock is listed and traded on the [removed: New York Stock Exchange ("NYSE")] [added: NYSE] under the symbol "CCI."

As of [removed: February 20, 2024,] [added: March 12, 2025,] there were approximately [removed: 571] [added: 540] holders of record of our common stock.

To remain qualified and be taxed as a REIT, we [removed: will] [added: are] generally [removed: be] required to annually distribute to our stockholders at least 90% of our REIT taxable income after the utilization of any available NOLs (determined without regard to the dividends paid deduction and excluding net capital gain).

[removed: Over time,] [added: As] we [added: grow cash flows thereafter, we] expect to increase our dividend per [removed: share as we grow cash flows.][added: share.]

[removed: The declaration amount and payment of any future dividends, however, are subject to the determination and approval of our board of directors] based on then-current or anticipated future conditions, including our earnings, net cash generated by operating activities, capital requirements, financial condition, our relative market capitalization, our existing NOLs, or other factors deemed relevant by our board of directors.

The following performance graph is a comparison of the five-year cumulative total stockholder return on our common stock against the cumulative total return of the S&P 500 Market Index and the FTSE NAREIT All Equity REITs Index for the period commencing December 31, [removed: 2018] [added: 2019] and ending December 31, [removed: 2023.][added: 2024.]

[removed: ][added: ]

| Company/Market/Index | | | | | | [removed: 2018] [added: 2019] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | |

| FTSE NAREIT All Equity REITs Index | | | | | | 100.00 | | | | | | [removed: 128.66] [added: 94.88] | | | | | | [removed: 122.07] [added: 134.06] | | | | | | [removed: 172.49] [added: 100.62] | | | | | | [removed: 129.45] [added: 112.04] | | | | | | [removed: 144.16] [added: 117.56] | | |

The performance graph above and related text are being furnished solely to accompany this [removed: 2023] [added: 2024] Form 10-K pursuant to Item 201(e) of Regulation S-K, and are not being filed for purposes of Section 18 of the Exchange Act, and are not to be incorporated by reference into any filing of ours, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

We are updating our capital allocation framework to focus more on free cash flow generation and financial flexibility, which we currently expect to result in a reduction to our dividend, beginning with our expected second quarter 2025 dividend.

Whether dividends are to be declared and the amount and timing thereof remain subject to the discretion of our board of directors.

Business—Overview," "Item 1.

| Crown Castle Inc. | | | | | | $ | 100.00 | | | | | $ | 115.61 | | | | | $ | 156.16 | | | | | $ | 105.39 | | | | | $ | 94.54 | | | | | $ | 79.04 | |

| S&P 500 Market Index | | | | | | 100.00 | | | | | | 118.40 | | | | | | 152.39 | | | | | | 124.79 | | | | | | 157.59 | | | | | | 197.02 | | |

| Crown Castle Inc. | | | | | | $ | 100.00 | | | | | $ | 135.46 | | | | | $ | 156.61 | | | | | $ | 211.54 | | | | | $ | 142.76 | | | | | $ | 128.06 | |

| S&P 500 Market Index | | | | | | 100.00 | | | | | | 131.49 | | | | | | 155.68 | | | | | | 200.37 | | | | | | 164.08 | | | | | | 207.21 | | |

| Report of Independent Registered Public Accounting Firm (PCAOB ID 238) | | | [removed: [51](#if1196dff664a4b458f5f83915491391a_61)] [added: [57](#i243c39e7ead24934bfd12c187b182c86_64)] | | |

| [Consolidated Balance Sheet as of December [removed: 31,](#if1196dff664a4b458f5f83915491391a_64) 2023] [added: 31,](#i243c39e7ead24934bfd12c187b182c86_67) 2024] and [removed: 2022] [added: 2023] | | | [removed: [53](#if1196dff664a4b458f5f83915491391a_64)] [added: [60](#i243c39e7ead24934bfd12c187b182c86_67)] | | |

| [Consolidated Statement of Operations and Comprehensive Income (Loss) for each of the three years in the period ended December [removed: 31,](#if1196dff664a4b458f5f83915491391a_70) 2023] [added: 31,](#i243c39e7ead24934bfd12c187b182c86_73) 2024] | | | [removed: [54](#if1196dff664a4b458f5f83915491391a_70)] [added: [61](#i243c39e7ead24934bfd12c187b182c86_73)] | | |

| [Consolidated Statement of Cash Flows for each of the three years in the period ended December [removed: 31,](#if1196dff664a4b458f5f83915491391a_73) 2023] [added: 31,](#i243c39e7ead24934bfd12c187b182c86_76) 2024] | | | [removed: [55](#if1196dff664a4b458f5f83915491391a_73)] [added: [62](#i243c39e7ead24934bfd12c187b182c86_76)] | | |

| Consolidated Statement of Equity [added: (Deficit)] for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] | | | [removed: [56](#if1196dff664a4b458f5f83915491391a_76)] [added: [63](#i243c39e7ead24934bfd12c187b182c86_79)] | | |

| [Notes to Consolidated Financial [removed: Statements](#if1196dff664a4b458f5f83915491391a_79)] [added: Statements](#i243c39e7ead24934bfd12c187b182c86_82)] | | | [removed: [57](#if1196dff664a4b458f5f83915491391a_79)] [added: [64](#i243c39e7ead24934bfd12c187b182c86_82)] | | |

| Schedule II - Valuation and Qualifying Accounts for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021] [added: 2022] | | | [removed: [98](#if1196dff664a4b458f5f83915491391a_190)] [added: [109](#i243c39e7ead24934bfd12c187b182c86_184)] | | |

| Schedule III - Schedule of Real Estate and Accumulated Depreciation for the years ended December 31, [added: 2024,] 2023 and 2022 | | | [removed: [99](#if1196dff664a4b458f5f83915491391a_193)] [added: [110](#i243c39e7ead24934bfd12c187b182c86_187)] | | |

We have audited the accompanying consolidated balance sheet of Crown Castle Inc. and its subsidiaries (the [removed: "Company")] [added: “Company”)] as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the related consolidated statements of operations and comprehensive income (loss), of equity [added: (deficit)] and of cash flows for each of the three years in the period ended December 31, [removed: 2023,] [added: 2024,] including the related notes and financial statement schedules listed in the index appearing under Item 15(a)(2) (collectively referred to as the [removed: "consolidated] [added: “consolidated] financial [removed: statements").][added: statements”).]

We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2023] [added: 2024] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial [removed: statements.][added: statements.Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.]

The critical audit [removed: matter] [added: matters] communicated below [removed: is a matter] [added: are matters] arising from the current period audit of the consolidated financial statements that [removed: was] [added: were] communicated or required to be communicated to the audit committee and that (i) [removed: relates] [added: relate] to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit [removed: matter] [added: matters] below, providing [removed: a] separate [removed: opinion] [added: opinions] on the critical audit [removed: matter] [added: matters] or on the accounts or disclosures to which [removed: it relates.][added: they relate.]

As described in Notes 2 and 14 to the consolidated financial statements, the Company recognized [removed: $4,313] [added: $4,266] million in site rental revenues from the Towers segment for the year ended December 31, [removed: 2023.][added: 2024.]

These procedures also included, among others (i) testing [removed: the completeness and accuracy of] management’s identification of the contractual terms by [removed: examining] [added: obtaining and inspecting] tenant contracts [added: and other relevant source documents] on a test basis and (ii) testing the appropriateness of the amount of revenue recognized based on contractual terms [removed: for the selected tenant contracts.][added: on a test basis.]

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Cash and cash equivalents | | | $ | [added: 119 | | | | | $ |] 105 | | | | | $ | 156 | |

| Restricted cash and cash [removed: equivalents] [added: equivalents, current] | | | 171 | | | | | | [added: 171 | | | | | |] 166 | | |

| Receivables, net of allowance of [removed: $19] [added: $22] and $19, respectively | | | [removed: 481] [added: 478] | | | | | | [removed: 593] [added: 481] | | |

| Prepaid expenses | | | [removed: 103] [added: 106] | | | | | | [removed: 102] [added: 103] | | |

| Current portion of deferred site rental receivables | | | [removed: 116] [added: 176] | | | | | | [removed: 127] [added: 116] | | |

| Other current assets | | | [removed: 56] [added: 40] | | | | | | [removed: 73] [added: 56] | | |

| Total current assets | | | [removed: 1,032] [added: 1,090] | | | | | | [removed: 1,217] [added: 1,032] | | |

| Deferred site rental receivables | | | [removed: 2,239] [added: 2,343] | | | | | | [removed: 1,954] [added: 2,239] | | |

| Property and equipment, net | | | [removed: 15,666] [added: 15,495] | | | | | | [removed: 15,407] [added: 15,666] | | |

| Operating lease right-of-use assets | | | [removed: 6,187] [added: 5,797] | | | | | | [removed: 6,526] [added: 6,187] | | |

| Goodwill | | | [removed: 10,085] [added: 5,127] | | | | | | 10,085 | | |

| Site rental contracts and tenant relationships, net | | | [removed: 3,122] [added: 2,727] | | | | | | [removed: 3,535] [added: 3,122] | | |

| Other intangible assets, net | | | [removed: 57] [added: 54] | | | | | | [removed: 61] [added: 57] | | |

| Other assets, net | | | [removed: 139] [added: 103] | | | | | | [removed: 136] [added: 139] | | |

| Total assets | | | $ | [removed: 38,527] [added: 32,736] | | | | | $ | [removed: 38,921] [added: 38,527] | |

| LIABILITIES AND [removed: EQUITY] [added: EQUITY (DEFICIT)] | | | | | | | | | | | |

| Accounts payable | | | $ | [removed: 252] [added: 192] | | | | | $ | [removed: 236] [added: 252] | |

| Accrued interest | | | [removed: 219] [added: 244] | | | | | | [removed: 183] [added: 219] | | |

| Deferred revenues | | | [removed: 605] [added: 476] | | | | | | [removed: 736] [added: 605] | | |

| Other accrued liabilities | | | [removed: 342] [added: 359] | | | | | | [removed: 407] [added: 342] | | |

| Current maturities of debt and other obligations | | | [removed: 835] [added: 610] | | | | | | [removed: 819] [added: 835] | | |

| Current portion of operating lease liabilities | | | [removed: 332] [added: 296] | | | | | | [removed: 350] [added: 332] | | |

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

*Quantitative Goodwill Impairment Test – Fiber Reporting Unit*

As described in Notes 2 and 5 to the consolidated financial statements, the Company’s consolidated goodwill balance was $5,127 million as of December 31, 2024.

Management tests goodwill for impairment at least annually or whenever events or circumstances indicate the carrying amount may not be recoverable.

Management performed the most recent annual goodwill impairment test in the fourth quarter of 2024.

The quantitative impairment test indicated that the carrying amount of the Company’s Fiber reporting unit exceeded its estimated fair value.

As such, management recorded an impairment charge of $4,958 million, which resulted in no goodwill remaining for the Fiber reporting unit.

The means of estimating the fair value of the Company’s reporting units is using discounted cash flow (DCF) models developed by management.

Key assumptions and estimates used in the DCF models included projected future revenues, operating cash flows, capital expenditures (net of certain payments received from customers), an exit multiple and a discount rate.

The principal considerations for our determination that performing procedures relating to the quantitative goodwill impairment test of the Fiber reporting unit is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the Fiber reporting unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing the procedures and evaluating management’s significant assumptions related to the exit multiple and discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements.

These procedures included testing the effectiveness of controls relating to management’s quantitative goodwill impairment test, including controls over the valuation of the Fiber reporting unit.

These procedures also included, among others (i) testing management’s process for developing the fair value estimate of the Fiber reporting unit; (ii) evaluating the appropriateness of the DCF model used by management; (iii) testing the completeness and accuracy of underlying data used in the DCF model; and (iv) evaluating the reasonableness of management’s significant

assumptions related to the exit multiple and discount rate.

Evaluating management's assumption related to the exit multiple involved evaluating whether the assumption used by management was reasonable considering the consistency with external market and industry data.

Professionals with specialized skill and knowledge were used to assist in the evaluation of (i) the appropriateness of the DCF model and (ii) the reasonableness of the exit multiple and discount rate assumptions.

March 14, 2025

| Goodwill impairment charges | | | 4,958 | | | | | | — | | | | | | — | | |

| Depreciation, amortization and accretion | | | 1,738 | | | | | | 1,754 | | | | | | 1,707 | | |

| Goodwill impairment charges | | | 4,958 | | | | | | — | | | — | | | — | | |

| Asset write-down charges | | | 148 | | | | | | 33 | | | | | | 34 | | |

| Restructuring charges, non-cash | | | 12 | | | | | | 7 | | | | | | — | | |

| Other comprehensive income (loss)(a) | | | — | | | | | | — | | | | | | — | | | | | | (1) | | | | | | — | | | | | | (1) | | |

| Balance, December 31, 2024 | | | 435 | | | | | | $ | 4 | | | | | $ | 18,393 | | | | | $ | (5) | | | | | $ | (18,525) | | | | | $ | (133) | |

On March 13, 2025, the Company signed a definitive agreement (“Strategic Fiber Agreement”) to sell its Fiber segment, together with certain supporting assets and personnel ("Fiber Business"), with Zayo Group Holdings Inc. ("Zayo") acquiring the fiber solutions business and EQT Active Core Infrastructure fund ("EQT") acquiring the small cell business ("Strategic Fiber Transaction").

The Fiber Business did not meet the criteria for assets held for sale as of December 31, 2024, and therefore remains presented as a component of continuing operations.

As a result, this document, unless otherwise noted, does not contemplate the planned sale of the Fiber Business.

In subsequent periods, the Fiber Business will be presented as a discontinued operation, and its net assets will be classified as held for sale and comparable prior periods will be recast to reflect this change.

See note 16 to the Company's consolidated financial statements for a discussion of (1) the Company's July 2023 restructuring plan ("2023 Restructuring Plan"), which included discontinuing installation services as a Towers product offering and (2) the Company's June 2024 restructuring plan ("2024 Restructuring Plan," and together with the 2023 Restructuring Plan, "Restructuring Plans").

annually, quarterly, monthly, or for the entire term in advance.

Depreciation is computed utilizing the straight-line

The increase in asset write-down charges from 2023 to 2024 is primarily driven by the cancellation of approximately 7,000 greenfield small cell nodes in the Company's contracted backlog that it mutually agreed to cancel following discussions with certain of its tenants.

The Company wrote off property and equipment deemed to have no alternative future use, and as a result, recognized approximately $106 million as "Asset write-down charges" on its consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2024.

Management tests goodwill for impairment at least annually or whenever events or circumstances indicate the carrying amount may not be recoverable.

The quantitative goodwill impairment test compares the estimated fair value of the reporting unit and the carrying value of the reporting unit.

If the carrying amount of a reporting unit is greater than its fair value, an impairment loss shall be recognized in an amount equal to such excess, limited to the total amount of goodwill allocated to the reporting unit.

With respect to the Towers reporting unit, there was no indication of impairment following the quantitative assessment, as the estimated fair value was well in excess of the corresponding carrying value.

See note 5 to the Company's consolidated financial statements.

Certain of the Company's tenant contracts contain (1) fixed escalation clauses (such as fixed dollar or

For the periods presented, such services predominately consisted of (1) pre-construction site development services and (2) installation services.

February 23, 2024

| Net gain (loss) from disposal of discontinued operations, net of tax | | | — | | | | | | — | | | | | | (62) | | |

| Income (loss) from discontinued operations, net of tax | | | — | | | | | | — | | | | | | (62) | | |

| Income (loss) from discontinued operations, basic | | | — | | | | | | — | | | | | | (0.14) | | |

| Income (loss) from continuing operations, diluted | | | $ | 3.46 | | | | | $ | 3.86 | | | | | $ | 2.67 | |

| Income (loss) from discontinued operations, diluted | | | — | | | | | | — | | | | | | (0.14) | | |

| Net income (loss)—diluted | | | $ | 3.46 | | | | | $ | 3.86 | | | | | $ | 2.53 | |

| Discontinued operations (see note 9): | | | | | | | | | | | | | | | | | |

| Net cash provided by (used for) operating activities | | | — | | | | | | — | | | | | | (62) | | |

| Balance, December 31, 2020 | | | 431 | | | | | | $ | 4 | | | | | $ | 17,933 | | | | | $ | (4) | | | | | $ | (8,472) | | | | | $ | 9,461 | |

The Company tests goodwill for impairment on an annual basis, regardless of whether adverse events or changes in circumstances have occurred.

If the sum of the associated estimated future

consisting of (1) site development services and (2) installation services.

The Company's costs

| Income (loss) from continuing operations attributable to CCI common stockholders for basic and diluted computations | | | $ | 1,502 | | | | | $ | 1,675 | | | | | $ | 1,158 | |

| Net income (loss) attributable to CCI common stockholders | | | $ | 1,502 | | | | | $ | 1,675 | | | | | $ | 1,096 | |

| Net income (loss) attributable to CCI common stockholders—basic | | | $ | 3.46 | | | | | $ | 3.87 | | | | | $ | 2.54 | |

No accounting pronouncements adopted during the year ended December 31, 2023 had a material impact on the Company's consolidated financial statements.

The guidance is required to be applied retrospectively to each prior reporting period presented.

| Contracted amounts(a) | | | $ | 5,020 | | | | | $ | 4,668 | | | | | $ | 4,523 | | | | | $ | 4,440 | | | | | $ | 4,225 | | | | | $ | 15,778 | | | | | $ | 38,654 | |

For the year ended December 31, 2022, additions due to acquisitions were $7 million.

| Revision in estimates | | | — | | | | | | 37 | | | (a) | | |

(a)Primarily relates to (1) increases in estimated undiscounted cash flows and (2) adjustments to estimated settlement dates for the year ended December 31, 2022, for certain asset retirement obligations and is offset against the associated asset retirement costs recorded within "Property and equipment, net" on the Company's consolidated balance sheet.

| 3.150% Senior Notes | | | Jan. 2018 | | | | | | July 2023 | | | | | | — | | | (g) | | | 749 | | | | | | N/A | | | | | |

The governing instruments of two indirect subsidiaries ("Crown Atlantic" and "Crown GT") of the issuers of the

In July 2021, the Company used a portion of the net proceeds to repay in full the previously outstanding Series 2015-1 Notes.

In February 2021, the Company issued $3.25 billion aggregate principal amount of senior unsecured notes ("February 2021 Senior Notes"), which consisted of (1) $1.0 billion aggregate principal amount of 1.050% senior unsecured notes due July 2026, (2) $1.0 billion aggregate principal amount of 2.100% senior unsecured notes due April 2031 and (3) $1.25 billion aggregate principal amount of 2.900% senior unsecured notes due April 2041.

The Company used the net proceeds from the February 2021 Senior Notes offering to (1) redeem all of the outstanding 5.250% Senior Notes, (2) repay a portion of the outstanding Commercial Paper Notes and (3) repay a portion of outstanding borrowings under the 2016 Term Loan A.

In April 2020, the Company issued $1.25 billion aggregate principal amount of senior unsecured notes ("April 2020 Senior Notes"), which consisted of (1) $750 million aggregate principal amount of 3.300% senior unsecured notes due July 2030 and (2) $500 million aggregate principal amount of 4.150% senior unsecured notes due July 2050.

The Company used the net proceeds of the April 2020 Senior Notes offering to repay outstanding borrowings under the 2016 Revolver.

In June 2020, the Company issued $2.5 billion aggregate principal amount of senior unsecured notes ("June 2020 Senior Notes"), which consisted of (1) $500 million aggregate principal amount of 1.350% senior unsecured notes due July 2025, (2)

$1.1 billion aggregate principal amount of 2.250% senior unsecured notes due January 2031 and (3) $900 million aggregate principal amount of 3.250% senior unsecured notes due January 2051.

The Company used the net proceeds of the June 2020 Senior Notes offering, together with available cash, to redeem all of the previously outstanding 3.400% Senior Notes, 2.250% Senior Notes and 4.875% Senior Notes.

In February 2019, the Company issued $1.0 billion aggregate principal amount of senior unsecured notes ("February 2019 Senior Notes"), which consisted of (1) $600 million aggregate principal amount of 4.300% senior unsecured notes due February 2029 and (2) $400 million aggregate principal amount of 5.200% senior unsecured notes due February 2049.

The Company used the net proceeds of the February 2019 Senior Notes offering to repay a portion of the outstanding borrowings under the 2016 Revolver.

In August 2019, the Company issued $900 million aggregate principal amount of senior unsecured notes ("August 2019 Senior Notes"), which consisted of (1) $550 million aggregate principal amount of 3.100% senior unsecured notes due November 2029 and (2) $350 million aggregate principal amount of 4.000% senior unsecured notes due November 2049.

The Company used the net proceeds of the August 2019 Senior Notes offering to repay outstanding borrowings under the 2016 Revolver and the CP Program.

In January 2018, the Company issued $750 million aggregate principal amount of 3.150% senior unsecured notes due July 2023 and $1.0 billion aggregate principal amount of 3.800% senior unsecured notes due February 2028 (collectively, "January 2018 Senior Notes").

The Company used the net proceeds of the January 2018 Senior Notes offering to repay (1) in full the previously outstanding January 2010 Tower Revenue Notes and (2) a portion of the outstanding borrowings under the 2016 Revolver.

In July 2023, the Company repaid the January 2018 Senior Notes on the contractual maturity date.

In connection with the preparation of the [removed: 2023] [added: 2024] Form 10-K, the Company's management conducted an evaluation, under the supervision and with the participation of the Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended ("Exchange Act")).

Based upon their evaluation, the CEO and CFO concluded that as of December 31, [removed: 2023,] [added: 2024,] the Company's disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by the Company in the reports filed or submitted by it under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms, and to provide reasonable assurance that information required to be disclosed by the Company in such reports is accumulated and communicated to the Company's management, including its CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Management has assessed the effectiveness of the Company's internal control over financial reporting as of December 31, [removed: 2023.][added: 2024.]

Based on the Company's assessment, management has concluded that the Company's internal control over financial reporting was effective as of December 31, [removed: 2023] [added: 2024] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with generally accepted accounting principles in the United States of America.

The effectiveness of the Company's internal control over financial reporting as of December 31, [removed: 2023] [added: 2024] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears in Part II, Item 8 of the [removed: 2023] [added: 2024] Form 10-K.

The information required to be furnished pursuant to this item will be set forth [added: under "Executive Compensation*—*Executive Officers," "Election of Directors*—*Nominees for Director," "Other Matters*—*Delinquent Section 16(a) Reports," if applicable, "Election of Directors*—*Board Committees" and "Other Matters*—*Available Information"] in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

We have adopted an Insider Trading Policy and procedures governing the purchase, sale or other disposition of our securities by directors, officers, employees, contingent workers, contractors and consultants, which we believe are reasonably designed to promote compliance with insider trading laws, rules and regulations and applicable NYSE listing standards.

A copy of our Insider Trading Policy is filed as Exhibit 19 to this 2024 Form 10-K.

The information required to be furnished pursuant to this item will be set forth [added: under "Executive Compensation," except as to the information required pursuant to Item 402(v) of Regulation S-K relating to pay versus performance, "Election of Directors*—*Board Compensation," "Election of Directors*—*Director Compensation Table for 2024" and "Election of Directors*—*Board Committees*—*Compensation Committee Interlocks and Insider Participation"] in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The information required to be furnished pursuant to this item will be set forth [added: under "Other Matters*—*Beneficial Ownership of Common Stock"] in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The following table summarizes information with respect to equity compensation plans under which equity securities of the registrant are authorized for issuance as of December 31, [removed: 2023:][added: 2024:]

Of the shares remaining available for future issuance, [removed: 1] [added: 0.4] million [added: and 2.2 million] shares may be issued pursuant to outstanding RSUs granted under [removed: each of] the 2013 LTIP and [added: the] 2022 [removed: LTIP.][added: LTIP, respectively.]

The information required to be furnished pursuant to this item will be set forth [added: under "Election of Directors*—*Certain Relationships and Related Transactions" and "Election of Directors*—*Board Independence"] in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

The information required to be furnished pursuant to this item will be set forth [added: under "Ratification of Appointment of Independent Registered Public Accountants"] in the [removed: 2024] [added: 2025] Proxy Statement and is incorporated herein by reference.

| The list of financial statements filed as part of this report is submitted as a separate section, the index to which is located on page [removed: [50](#if1196dff664a4b458f5f83915491391a_58).] [added: [56](#i243c39e7ead24934bfd12c187b182c86_61).] | | |

| Schedule II—Valuation and Qualifying Accounts for the years ended December 31, [removed: 2023, 2022] [added: 2024, 2023] and [removed: 2021,] [added: 2022,] which is located on page [removed: [98](#if1196dff664a4b458f5f83915491391a_190).] [added: [109](#i243c39e7ead24934bfd12c187b182c86_184).] | | |

| Schedule III—Schedule of Real Estate and Accumulated Depreciation for the years ended December 31, [added: 2024,] 2023 and 2022, which is located on page [removed: [99](#if1196dff664a4b458f5f83915491391a_193).] [added: [110](#i243c39e7ead24934bfd12c187b182c86_187).] | | |

All other schedules are omitted because they are not applicable or because the required information is contained in the financial statements or notes thereto included in this [removed: 2023] [added: 2024] Form 10-K.

| [removed: 1.1] [added: 10.63] | | | | | | [Form of Sales Agreement, dated March [removed: 19, 2021,] [added: 20, 2024,] between the Company and each of [added: BofA Securities, Inc.,] Barclays Capital Inc., BNP Paribas Securities Corp., [removed: BofA Securities, Inc.,] [added: BTIG, LLC,] Citigroup Global Markets Inc., [removed: Commerz Markets LLC,] Credit Agricole Securities (USA) Inc., [removed: Deutsche Bank Securities Inc., Fifth Third Securities, Inc.,] [added: Jefferies LLC,] J.P. Morgan Securities LLC, Mizuho Securities USA LLC, Morgan Stanley & Co. LLC, MUFG Securities Americas Inc., RBC Capital Markets, LLC, Scotia Capital (USA) Inc., SG Americas Securities, LLC, [removed: SMBC Nikko Securities America, Inc.,] TD Securities (USA) [removed: LLC, Truist Securities, Inc.] [added: LLC] and [removed: Wells Fargo] [added: Truist] Securities, [removed: LLC](https://www.sec.gov/Archives/edgar/data/0001051470/000119312521087728/d138695dex11.htm)] [added: Inc.](https://www.sec.gov/Archives/edgar/data/1051470/000119312524072755/d805818dex11.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | March [removed: 19, 2021] [added: 20, 2024] | | | | | | 1.1 | | |

| 2.1 | | | | | | [Agreement and Plan of Merger by and between Crown Castle International Corp. and Crown Castle REIT Inc., dated September 19, [removed: 2014](http://www.sec.gov/Archives/edgar/data/1051470/000119312514348880/d790512dex21.htm)] [added: 2014](https://www.sec.gov/Archives/edgar/data/1051470/000119312514348880/d790512dex21.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | September 23, 2014 | | | | | | 2.1 | | |

| 2.2 | | | | | | [Stock Purchase Agreement, dated as of April 29, 2015, by and among Quanta Services, Inc., Crown Castle International Corp. and CC SCN Fiber [removed: LLC](http://www.sec.gov/Archives/edgar/data/1051470/000105147015000088/exhibit105033115.htm)] [added: LLC](https://www.sec.gov/Archives/edgar/data/1051470/000105147015000088/exhibit105033115.htm)] | | | | | | 10-Q | | | | | | 001-16441 | | | | | | May 8, 2015 | | | | | | 10.5 | | |

| 2.3 | | | | | | [Agreement for the Sale and Purchase of the Shares of Crown Castle Australia Holdings Pty Ltd, dated May 14, 2015, by and among Crown Castle International Corp., Crown Castle Operating LLC, The Trust Company (Nominees) Limited, Todd International Investments Limited, Oceania Capital Limited, Birdsong Capital Limited, Baytown Investments Limited, Heritage PTC LLC, David Lloyd CCA Limited, Turri Finance Pty Ltd and Turri Bidco Pty [removed: Ltd](http://www.sec.gov/Archives/edgar/data/1051470/000105147015000114/ccalsaleagreement.htm)] [added: Ltd](https://www.sec.gov/Archives/edgar/data/1051470/000105147015000114/ccalsaleagreement.htm)] | | | | | | 10-Q | | | | | | 001-16441 | | | | | | August 7, 2015 | | | | | | 10.2 | | |

| 2.4 | | | | | | [Agreement and Plan of Merger, dated as of July 18, 2017, by and among Crown Castle International Corp., LTS Group Holdings, LLC, Berkshire Fund VII-A (LTS) Acquisition Partners, Berkshire Fund VIII-A (LTS) Acquisition Partners, LTS Berkshire Fund VII-A Blocker Corporation, LTS Berkshire Fund VIII-A Blocker Corporation, LTS Co-Invest Blocker LLC, LTS Co-Invest Blocker II LLC, LTS Rollover Blocker LLC, LTS BF VII-A Blocker Merger Sub, Inc., LTS BF VIII-A Blocker Merger Sub, Inc., LTS Co-Invest Blocker Merger Sub, Inc., LTS Co-Invest Blocker II Merger Sub, Inc., LTS Rollover Blocker Merger Sub, Inc., LTS Group Holdings Merger Sub, Inc. and BSR LLC, as equityholders’ [removed: representative](http://www.sec.gov/Archives/edgar/data/1051470/000119312517230792/d417519dex21.htm)] [added: representative](https://www.sec.gov/Archives/edgar/data/1051470/000119312517230792/d417519dex21.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | July 19, 2017 | | | | | | 2.1 | | |

| 3.2 | | | | | | [removed: [Amended] [added: [Second Amended] and Restated [removed: By-Laws] [added: By-laws] of Crown Castle Inc., [removed: dated](https://www.sec.gov/Archives/edgar/data/1051470/000119312523299402/d761825dex31.htm) [De](https://www.sec.gov/Archives/edgar/data/1051470/000119312523299402/d761825dex31.htm)[cember 19, 2023](https://www.sec.gov/Archives/edgar/data/1051470/000119312523299402/d761825dex31.htm)] [added: dated November 6, 2024](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000223/secondamendedandrestatedby.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | [removed: December 20, 2023] [added: November 12, 2024] | | | | | | 3.1 | | |

| 4.1 | | | | | | [Specimen of Common Stock [removed: Certificate](http://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-2.htm)] [added: Certificate](https://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-2.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | December 16, 2014 | | | | | | 4.2 | | |

| 4.2 | | | | | | [Indenture, dated as of June 1, 2005, by and among JPMorgan Chase Bank, N.A., as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communications Inc., Crown Castle PT Inc., Crown Communication New York, Inc. and Crown Castle International Corp. de Puerto Rico, collectively as Issuers, relating to the Senior Secured Tower Revenue [removed: Notes](http://www.sec.gov/Archives/edgar/data/1051470/000119312505122907/dex41.htm)] [added: Notes](https://www.sec.gov/Archives/edgar/data/1051470/000119312505122907/dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | June 9, 2005 | | | | | | 4.1 | | |

| 4.9 | | | | | | [Indenture Supplement, dated as of June 30, 2014, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle PT Inc., Crown Communication New York, Inc., Crown Castle International Corp. de Puerto Rico, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, relating to the Senior Secured Tower Revenue [removed: Notes](http://www.sec.gov/Archives/edgar/data/1051470/000095015714000732/ex4-1.htm)] [added: Notes](https://www.sec.gov/Archives/edgar/data/1051470/000095015714000732/ex4-1.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | July 1, 2014 | | | | | | 4.1 | | |

| 4.10 | | | | | | [Indenture Supplement, dated as of May 15, 2015, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, collectively as Issuers, relating to the Senior Secured Tower Revenue Notes, Series [removed: 2015-1](http://www.sec.gov/Archives/edgar/data/1051470/000119312515196928/d931299dex41.htm)] [added: 2015-1](https://www.sec.gov/Archives/edgar/data/1051470/000119312515196928/d931299dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | May 21, 2015 | | | | | | 4.1 | | |

| 4.11 | | | | | | [Indenture Supplement, dated as of May 15, 2015, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, collectively as Issuers, relating to the Senior Secured Tower Revenue Notes, Series [removed: 2015-2](http://www.sec.gov/Archives/edgar/data/1051470/000119312515196928/d931299dex42.htm)] [added: 2015-2](https://www.sec.gov/Archives/edgar/data/1051470/000119312515196928/d931299dex42.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | May 21, 2015 | | | | | | 4.2 | | |

| 4.12 | | | | | | [Indenture Supplement, dated as of July 11, 2018, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, collectively as Issuers, relating to the Senior Secured Tower Revenue Notes, Series 2018-1, Class [removed: C-2023](http://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-1.htm)] [added: C-2023](https://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-1.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | July 16, 2018 | | | | | | 4.1 | | |

| 4.13 | | | | | | [Indenture Supplement, dated as of July 11, 2018, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, collectively as Issuers, relating to the Senior Secured Tower Revenue Notes, Series 2018-2, Class [removed: C-2028](http://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-2.htm)] [added: C-2028](https://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-2.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | July 16, 2018 | | | | | | 4.2 | | |

| 4.14 | | | | | | [Indenture Supplement, dated as of July 11, 2018, by and among The Bank of New York Mellon (as successor to The Bank of New York as successor to JPMorgan Chase Bank, N.A.), as Indenture Trustee, and Crown Castle Towers LLC, Crown Castle South LLC, Crown Communication LLC, Crown Castle Towers 05 LLC, Crown Castle PR LLC, Crown Castle MU LLC and Crown Castle MUPA LLC, collectively as Issuers, relating to the Senior Secured Tower Revenue Notes, Series 2018-1, Class [removed: R-2028](http://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-3.htm)] [added: R-2028](https://www.sec.gov/Archives/edgar/data/1051470/000095015718000823/ex4-3.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | July 16, 2018 | | | | | | 4.3 | | |

| 4.15 | | | | | | [Indenture dated July 31, 2009, between Pinnacle Towers Acquisition Holdings LLC, GS Savings Inc., GoldenState Towers, LLC, Pinnacle Towers Acquisition LLC, Tower Ventures III, LLC and TVHT, LLC, as Issuers, Global Signal Holdings III, LLC, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee, relating to Senior Secured [removed: Notes](http://www.sec.gov/Archives/edgar/data/1051470/000119312509163853/dex41.htm)] [added: Notes](https://www.sec.gov/Archives/edgar/data/1051470/000119312509163853/dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | August 4, 2009 | | | | | | 4.1 | | |

| 4.16 | | | | | | [Indenture Supplement dated July 31, 2009, between Pinnacle Towers Acquisition Holdings LLC, GS Savings Inc., GoldenState Towers, LLC, Pinnacle Towers Acquisition LLC, Tower Ventures III, LLC and TVHT, LLC, as Issuers, Global Signal Holdings III, LLC, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Indenture Trustee, relating to Senior Secured Notes, Series 2009-1, Class [removed: A-2](http://www.sec.gov/Archives/edgar/data/1051470/000119312509163853/dex42.htm)] [added: A-2](https://www.sec.gov/Archives/edgar/data/1051470/000119312509163853/dex42.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | August 4, 2009 | | | | | | 4.2 | | |

| 4.17 | | | | | | [Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](http://www.sec.gov/Archives/edgar/data/1051470/000119312514144236/d713338dex41.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000119312514144236/d713338dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | April 15, 2014 | | | | | | 4.1 | | |

| 4.18 | | | | | | [Second Supplemental Indenture dated December 15, 2014, between Crown Castle REIT Inc., Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](http://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-5.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-5.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | December 16, 2014 | | | | | | 4.5 | | |

| 4.19 | | | | | | [Third Supplemental Indenture dated December 15, 2014, between Crown Castle REIT Inc., Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](http://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-6.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000095015714001379/ex4-6.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | December 16, 2014 | | | | | | 4.6 | | |

| 4.20 | | | | | | [Fourth Supplemental Indenture dated February 8, 2016 between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 4.450% Senior Notes due [removed: 2026](http://www.sec.gov/Archives/edgar/data/1051470/000119312516453864/d41368dex41.htm)] [added: 2026](https://www.sec.gov/Archives/edgar/data/1051470/000119312516453864/d41368dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 8, 2016 | | | | | | 4.1 | | |

| 4.21 | | | | | | [Fifth Supplemental Indenture dated May 6, 2016, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 3.700% Senior Notes due [removed: 2026](http://www.sec.gov/Archives/edgar/data/1051470/000119312516582022/d157695dex41.htm)] [added: 2026](https://www.sec.gov/Archives/edgar/data/1051470/000119312516582022/d157695dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | May 6, 2016 | | | | | | 4.1 | | |

| 4.22 | | | | | | [Seventh Supplemental Indenture dated February 2, 2017, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 4.000% Senior Notes due [removed: 2027](http://www.sec.gov/Archives/edgar/data/1051470/000119312517029149/d331238dex41.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/1051470/000119312517029149/d331238dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 2, 2017 | | | | | | 4.1 | | |

| 4.23 | | | | | | [Eighth Supplemental Indenture dated May 1, 2017, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 4.750% Senior Notes due [removed: 2047](http://www.sec.gov/Archives/edgar/data/1051470/000119312517151930/d383093dex41.htm)] [added: 2047](https://www.sec.gov/Archives/edgar/data/1051470/000119312517151930/d383093dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | May 1, 2017 | | | | | | 4.1 | | |

| 4.24 | | | | | | [Ninth Supplemental Indenture dated August 1, 2017, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 3.200% Senior Notes due 2024 and 3.650% Senior Notes due [removed: 2027](http://www.sec.gov/Archives/edgar/data/1051470/000119312517244309/d430589dex41.htm)] [added: 2027](https://www.sec.gov/Archives/edgar/data/1051470/000119312517244309/d430589dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | August 1, 2017 | | | | | | 4.1 | | |

| 4.25 | | | | | | [Tenth Supplemental Indenture dated January 16, 2018, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated April 15, 2014, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 3.150% Senior Notes due 2023 and 3.800% Senior Notes due [removed: 2028](http://www.sec.gov/Archives/edgar/data/1051470/000119312518011458/d442729dex41.htm)] [added: 2028](https://www.sec.gov/Archives/edgar/data/1051470/000119312518011458/d442729dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | January 17, 2018 | | | | | | 4.1 | | |

| 4.26 | | | | | | [Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](http://www.sec.gov/Archives/edgar/data/1051470/000119312519034036/d699282dex41.htm)] [added: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000119312519034036/d699282dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 11, 2019 | | | | | | 4.1 | | |

| 4.27 | | | | | | [First Supplemental Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 4.300% Senior Notes due 2029 and 5.200% Senior Notes due [removed: 2049](http://www.sec.gov/Archives/edgar/data/1051470/000119312519034036/d699282dex42.htm)] [added: 2049](https://www.sec.gov/Archives/edgar/data/1051470/000119312519034036/d699282dex42.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 11, 2019 | | | | | | 4.2 | | |

| 4.28 | | | | | | [Second Supplemental Indenture dated August 15, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 3.100% Senior Notes due 2029 and 4.000% Senior Notes due [removed: 2049](http://www.sec.gov/Archives/edgar/data/1051470/000119312519222474/d764254dex41.htm)] [added: 2049](https://www.sec.gov/Archives/edgar/data/1051470/000119312519222474/d764254dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | August 15, 2019 | | | | | | 4.1 | | |

| 4.29 | | | | | | [Third Supplemental Indenture dated April 3, 2020, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 3.300% Senior Notes due 2030 and 4.150% Senior Notes due [removed: 2050](http://www.sec.gov/Archives/edgar/data/1051470/000119312520098160/d913754dex41.htm)] [added: 2050](https://www.sec.gov/Archives/edgar/data/1051470/000119312520098160/d913754dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | April 3, 2020 | | | | | | 4.1 | | |

| 4.30 | | | | | | [Fourth Supplemental Indenture dated June 15, 2020, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 1.350% Senior Notes due 2025, 2.250% Senior Notes due 2031 and 3.250% Senior Notes due [removed: 2051](http://www.sec.gov/Archives/edgar/data/1051470/000119312520169355/d937265dex41.htm)] [added: 2051](https://www.sec.gov/Archives/edgar/data/1051470/000119312520169355/d937265dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | June 15, 2020 | | | | | | 4.1 | | |

| 4.31 | | | | | | [Fifth Supplemental Indenture, dated February 16, 2021, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between Crown Castle International Corp. and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 1.050% Senior Notes due 2026, 2.100% Senior Notes due 2031 and 2.900% Senior Notes due [removed: 2041](http://www.sec.gov/Archives/edgar/data/1051470/000119312521044925/d113438dex41.htm)] [added: 2041](https://www.sec.gov/Archives/edgar/data/1051470/000119312521044925/d113438dex41.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 16, 2021 | | | | | | 4.1 | | |

| 4.35 | | | | | | [Ninth Supplemental Indenture dated April 26, 2023, between [removed: the](https://www.sec.gov/Archives/edgar/data/1051470/000119312523118560/d505236dex41.htm) [Crown] [added: the Crown] Castle [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1051470/000119312523118560/d505236dex41.htm) [and] [added: Inc. and] The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between the Company and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000119312523118560/d505236dex41.htm)[,] [added: trustee,] relating to 4.800% [removed: S](https://www.sec.gov/Archives/edgar/data/1051470/000119312523118560/d505236dex41.htm)[enior] [added: Senior] Notes due 2028 and 5.100% Senior Notes due 2033](https://www.sec.gov/Archives/edgar/data/1051470/000119312523118560/d505236dex41.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | April 26, 2023 | | | | | | 4.1 | | |

| 4.36 | | | | | | [Tenth Supplemental Indenture dated December 6, 2023, [removed: between](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm) [Crown] [added: between Crown] Castle [removed: Inc.](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm) [and] [added: Inc. and] The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between the Company and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm)[,] [added: trustee,] relating [removed: to](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm) [5.600%](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm) [S](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm)[enior] [added: to 5.600% Senior] Notes due 2029 and 5.800% [removed: S](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm)[enior] [added: Senior] Notes due 2034](https://www.sec.gov/Archives/edgar/data/1051470/000119312523289915/d921016dex41.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | December 6, 2023 | | | | | | 4.1 | | |

| [removed: 4.37*] [added: 4.38*] | | | | | | [Description of the Company's Common [removed: Stock](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000062/exhibit437123123_descripti.htm)] [added: Stock](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit438123124_descripti.htm)] | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| 10.1† | | | | | | [Amended and Restated Severance Agreement between Crown Castle International Corp. and Jay A. Brown, effective as of June 1, [removed: 2016](http://www.sec.gov/Archives/edgar/data/1051470/000119312516475878/d112338dex103.htm)] [added: 2016](https://www.sec.gov/Archives/edgar/data/1051470/000119312516475878/d112338dex103.htm)] | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 24, 2016 | | | | | | 10.3 | | |

| [removed: 10.2†*] [added: 10.2†] | | | | | | [Letter Agreement between [removed: Cr](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000062/exhibit102letteragreementb.htm)[own] [added: Crown] Castle Inc. and Jay A. [removed: Brown,](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000062/exhibit102letteragreementb.htm) [dated] [added: Brown, dated] January 16, 2024](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000062/exhibit102letteragreementb.htm) | | | | | | [removed: —] [added: 10-K] | | | | | | [removed: —] [added: 001-16441] | | | | | | [removed: —] [added: February 23, 2024] | | | | | | [removed: —] [added: 10.2] | | |

| 3.3 | | | | | | [Amendment to Second Amended and Restated By-laws of Crown Castle Inc., dated February 26, 2025](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000033/exhibit31-firstamendmentto.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | February 26, 2025 | | | | | | 3.1 | | |

| 4.37 | | | | | | [Eleventh Supplemental Indenture dated August 12, 2024, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated February 11, 2019, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, relating to 4.900% Senior Notes due 2029 and 5.200% Senior Notes due 2034](https://www.sec.gov/Archives/edgar/data/1051470/000119312524198906/d827738dex41.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | August 12, 2024 | | | | | | 4.1 | | |

| 10.7†* | | | | | | [Severance Agreement between Crown Castle Inc. and Steven J. Moskowitz, effective April 11, 2024](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit107severanceagreeme.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| 10.17† | | | | | | [Form of Restricted Stock Unit Agreement for 2022 Long-Term Incentive Plan (effective January 1, 2024)](https://www.sec.gov/Archives/edgar/data/1051470/000105147024000143/exhibit104formofrsuagreeme.htm) | | | | | | 10-Q | | | | | | 001-16441 | | | | | | May 1, 2024 | | | | | | 10.4 | | |

| 10.18†* | | | | | | [Form of Restricted Stock Unit Agreement for 2022 Long-Term Incentive Plan (effective February](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit1018formrsuagreement.htm) [2](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit1018formrsuagreement.htm)[6](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit1018formrsuagreement.htm)[, 2025)](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit1018formrsuagreement.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| 10.62 | | | | | | [Amendment to Cooperation Agreement, between Crown Castle Inc., Elliott Investment Management L.P., Elliott Associates, L.P., and Elliott International, L.P., dated March 3, 2024](https://www.sec.gov/Archives/edgar/data/1051470/000095014224000618/eh240454086_ex1001.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | March 4, 2024 | | | | | | 10.1 | | |

| 19* | | | | | | [Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1051470/000105147025000089/exhibit19insidertradingpol.htm) | | | | | | — | | | | | | — | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | | | | | | | |

| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | File Number | | | | | | Date of Filing | | | | | | Exhibit Number | | |

| 10.58 | | | | | | [Form of Dealer Agreement among Crown Castle International Corp. and the Dealer party thereto](http://www.sec.gov/Archives/edgar/data/1051470/000095015719000437/ex10-1.htm) | | | | | | 8-K | | | | | | 001-16441 | | | | | | April 8, 2019 | | | | | | 10.1 | | |

YEARS ENDED DECEMBER 31, [removed: 2023, 2022] [added: 2024, 2023] AND [removed: 2021][added: 2022]

YEARS ENDED DECEMBER 31, [added: 2024,] 2023 [removed: AND] [added: and] 2022

| Communications infrastructure(a) | | | $ | [removed: 1,760] [added: 1,782] | | (b) | | | (c) | | | (c) | | | $ | [removed: 29,383] [added: 30,474] | | $ | [removed: (13,817)] [added: (15,049)] | | Various | | | Various | | | Up to 20 years | | |

(a)Includes (1) more than 40,000 towers, (2) approximately [removed: 115,000] [added: 105,000] small [removed: cells on air] [added: cell nodes either currently generating revenue] or under contract and (3) approximately 90,000 route miles of fiber.

| | | | [added: 2024 | | | | | |] 2023 | | | | | | 2022 | | |

| Gross amount at beginning | | | $ | [added: 29,383 | | | | | $ |] 27,936 | | | | | $ | 26,679 | |

| Additions during period: | | | | | | | | | | | | [added: | | | | | |]

| Acquisitions through foreclosure | | | — | | | | | | — | | | [added: | | | — | | |]

| Other acquisitions(a) | | | [added: 10 | | | | | |] 50 | | | | | | 32 | | |

| Communications infrastructure construction and improvements | | | [added: 1,063 | | | | | |] 1,254 | | | | | | 1,138 | | |

| Purchase of land interests | | | [added: 58 | | | | | |] 64 | | | | | | 53 | | |

| Sustaining capital expenditures | | | [added: 59 | | | | | |] 52 | | | | | | 52 | | |

| Other(b) | | | [added: 78 | | | | | |] 105 | | | | | | 127 | | |

| Total additions | | | [added: 1,268 | | | | | |] 1,525 | | | | | | 1,402 | | |

| Deductions during period: | | | | | | | | | | | | [added: | | | | | |]

| Cost of real estate sold or disposed | | | [added: (177) | | | | | |] (78) | | | | | | (145) | | |

| Other | | | — | | | | | | — | | | [added: | | | — | | |]

| Total deductions | | | [added: (177) | | | | | |] (78) | | | | | | (145) | | |

| Balance at end | | | $ | [added: 30,474 | | | | | $ |] 29,383 | | | | | $ | 27,936 | |

| Gross amount of accumulated depreciation at beginning | | | $ | [added: (13,817) | | | | | $ |] (12,649) | | | | | $ | (11,582) | |

| Depreciation | | | [added: (1,257) | | | | | |] (1,222) | | | | | | (1,181) | | |

| Total additions | | | [added: (1,257) | | | | | |] (1,222) | | | | | | (1,181) | | |

| Amount for assets sold or disposed | | | [added: 22 | | | | | |] 38 | | | | | | 105 | | |

| Other | | | [added: 3 | | | | | |] 16 | | | | | | 9 | | |

| Total deductions | | | [added: 25 | | | | | |] 54 | | | | | | 114 | | |

| Balance at end | | | $ | [added: (15,049) | | | | | $ |] (13,817) | | | | | $ | (12,649) | |

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this [removed: 2023] [added: 2024] Form 10-K to be signed on its behalf by the undersigned, thereunto duly authorized, on this [removed: 23rd] [added: 14th] day of [removed: February, 2024.][added: March, 2025.]

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints [removed: Anthony] [added: Steven] J.

[removed: Melone] [added: Moskowitz] and Edward B.

Adams, Jr. and each of them, as his or her true and lawful attorneys-in-fact and agents with full power of substitution and re-substitution for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all documents relating to the [removed: 2023] [added: 2024] Form 10-K, including any and all amendments and supplements thereto, for the year ended December 31, [removed: 2023] [added: 2024] and to file the same with all exhibits thereto and other documents in connection therewith with the Securities and Exchange Commission granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully as to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or their substitute or substitutes may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, this [removed: 2023] [added: 2024] Form 10-K has been signed below by the following persons on behalf of the Registrant and in the capacities indicated below on this [removed: 23rd] [added: 14th] day of [removed: February, 2024.][added: March, 2025.]

| /s/ [removed: ANTHONY] [added: STEVEN] J. [removed: MELONE] [added: MOSKOWITZ] | | | | | | [removed: Interim President and] [added: President,] Chief Executive [removed: Officer,] [added: Officer] and Director | | |

| [removed: Anthony] [added: Steven] J. [removed: Melone] [added: Moskowitz] | | | | | | (Principal Executive Officer) | | |

| 2024 | | | $ | 19 | | | | | $ | 9 | | | | | | | | | | | $ | (6) | | | | | | | | | | | | | | | | | $ | 22 | |

| 2024 | | | $ | 2 | | | | | $ | 1 | | | | | | | | | | | $ | — | | | | | | | | | | | | | | | | | $ | 3 | |

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| | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Additions during period: | | | | | | | | | | | | | | | | | |

| Deductions during period: | | | | | | | | | | | | | | | | | |

| /s/ ANTHONY J. MELONE | | | | | | Director | | |

| Anthony J. Melone | | | | | | | | |

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| 2021 | | | $ | 17 | | | | | $ | 5 | | | | | | | | | | | $ | (5) | | | | | | | | | | | | | | | | | $ | 17 | |

| 2021 | | | $ | — | | | | | $ | — | | | | | | | | | | | $ | — | | | | | | | | | | | | | | | | | $ | — | |

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