Charter Communications (CHTR) 10-K risk factor changes: FY2021 vs FY2020

In some instances, we compete against companies with fewer regulatory burdens, access to better [removed: financing, greater personnel resources, greater resources for marketing,] [added: financing and] greater and more favorable brand name [removed: recognition, and long-established relationships with regulatory authorities and customers.]

[added: Our voice and mobile services compete] with wireless and wireline phone providers, as well as other forms of communication, such as text, instant messaging, social networking services, video conferencing and email.

The current pandemic and continued spread of COVID-19 has caused [removed: an] economic [removed: recession.][added: disruption.]

At this time, we cannot predict the duration of any business disruption and the ultimate impact of COVID-19 on our business, including the depth and duration of the economic impact to household formation and growth, our residential and business customers’ ability to pay for our products and services [removed: including the impact of extended unemployment benefits] and [removed: other stimulus packages and] the long-term impact on our business, including from consumer behavior, after the pandemic is over.

In addition, there is uncertainty regarding the impact of government emergency declarations, the ability of our suppliers and vendors to provide products and services to us, the pace of new housing construction, [added: the pace of households moving residences,] changes in business spend in our local and national ad sales business, the effects to our employees’ health and safety and resulting reorientation of our work activities, and the risk of limitations on the deployment and maintenance of our services (including by limiting our customer support and on-site service repairs and installations).

The degree to which COVID-19 impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to, the duration and spread of the outbreak, its severity, the actions to contain the virus or treat its impact, the [removed: timing of approval and] distribution [added: and acceptance] of vaccines and how quickly and to what extent normal economic and operating conditions can resume.

Programming costs per video customer are rising at a [removed: faster] [added: fast] rate [removed: than wages or inflation,] and we may not have the ability to reduce or moderate the growth rates of, or pass on to our customers, our increasing programming costs, which would adversely affect our cash flow and operating margins.

Password sharing may drive down the number of customers who pay for certain programming, putting programmer revenues at risk, and which in [added: turn may cause certain programmers to seek even higher programming fees from us.]

In retransmission-consent negotiations, broadcasters often condition consent with respect to one station on carriage of one or more other stations or programming services in which they [removed: or their affiliates have an interest.]

Network or information system shutdowns or other service disruptions caused by events such as computer hacking, phishing, dissemination of computer viruses, worms and other destructive or disruptive software, “cyber [removed: attacks,”] [added: attacks” such as ransomware,] process breakdowns, denial of service attacks and other malicious activity pose increasing risks.

Our ability to retain and hire new key employees for management positions could be impacted adversely by the competitive environment for management talent in the broadband communications [removed: industry.][added: and technology industries.]

As of December 31, [removed: 2020,] [added: 2021,] our total principal amount of debt was approximately [removed: $82.1] [added: $91.2] billion with a leverage ratio of 4.4 times Adjusted EBITDA.

- make us vulnerable to interest rate increases, in part because approximately 13% of our borrowings as of December 31, [removed: 2020] [added: 2021] were, and may continue to be, subject to variable rates of interest;

The United Kingdom’s Financial Conduct Authority, which regulates LIBOR, [removed: has announced that it intends to stop] [added: stopped publishing] one week and 2 month U.S. Dollar (“USD”) LIBOR rates after 2021 with remaining USD LIBOR rates ceasing to be published on June 30, 2023 (the “FCA Announcement”).

[added: Uncertainty as to the nature of] such phase out and selection of an alternative reference rate, together with disruption in the financial markets, could increase in the cost of our variable rate indebtedness.

Liberty Broadband Corporation ("Liberty [removed: Broadband)] [added: Broadband")] and Advance/Newhouse Partnership (“A/N”) have governance rights that give them influence over corporate transactions and other matters.

As of December 31, [removed: 2020,] [added: 2021,] Liberty Broadband beneficially held approximately [removed: 27.23%] [added: 27.51%] of Charter’s voting stock and A/N beneficially held approximately [removed: 12.71%] [added: 12.62%] of Charter’s voting stock.

Pursuant to the [removed: stockholders agreement between Liberty Broadband, A/N] [added: Amended] and [added: Restated Stockholders Agreement with] Charter, Liberty Broadband [added: and A/N, dated as of May 23, 2015 (as amended, the “Stockholders Agreement”), Liberty Broadband] currently has the right to designate up to three directors as nominees for Charter’s board of directors and A/N currently has the right to designate up to two directors as nominees for Charter’s board of directors.

[added: Liberty Broadband and A/N are required to vote (subject to the applicable voting cap) their] respective shares of Charter Class A common stock and Charter Class B common stock for the director nominees nominated by the nominating and corporate governance committee of the board of directors, including the respective designees of Liberty Broadband and A/N, and against any other nominees, except that, with respect to the unaffiliated directors, Liberty Broadband and A/N must instead vote in the same proportion as the voting securities are voted by stockholders other than A/N and Liberty Broadband or any group which includes any of them are voted, if doing so would cause a different outcome with respect to the unaffiliated directors.

The [removed: stockholders agreement] [added: Stockholders Agreement] provides that A/N and Liberty Broadband will have certain contractual preemptive rights over issuances of Charter equity securities in connection with capital raising [removed: transactions, merger and acquisition transactions, and in certain other circumstances.][added: transactions.]

- the [removed: provisioning and] [added: provisioning,] marketing [added: and billing] of cable and Internet equipment;

- [added: the circumstances] when a cable system must carry a [removed: particular] broadcast station and [added: the circumstances] when it [removed: must] first [added: must] obtain retransmission consent to carry a broadcast station;

Changes to existing statutes, rules, regulations, or interpretations thereof, or adoption of new ones, [added: or participation in new regulatory programs,] could have an adverse effect on our business.

There are ongoing efforts to amend or expand the federal, state, and local regulation of some of the services offered over our cable systems, [removed: which may compound the regulatory risks we already face.][added: particularly our retail broadband Internet access service.]

[removed: Other potential] [added: Potential] legislative and regulatory changes could adversely impact our business by increasing our costs and competition and limiting our ability to offer services in a manner that that would maximize our revenue potential.

These changes could include, for example, the [added: reclassification of Internet services as regulated telecommunications services; restrictions on how we manage our Internet access services and networks; the] adoption of new privacy restrictions on our collection, use and disclosure of certain customer [removed: information,] [added: information;] new data security and cybersecurity mandates that could result in additional network and information security requirements for our [removed: business,] [added: business;] new restraints on our discretion over programming [removed: decisions,] [added: decisions;] new restrictions on the rates we charge [added: to consumers] for [removed: video programming and the marketing and packaging] [added: one or more] of [removed: that video programming and other] [added: the] services [removed: to consumers,] [added: we offer;] changes to the cable industry’s compulsory copyright license to carry broadcast [removed: signals,] [added: signals;] new requirements to assure the availability of navigation devices [removed: (such as digital receivers)] from third-party [removed: providers,] [added: providers;] new Universal Service Fund obligations on our provision of Internet service that would add to the cost of that service; increases in government-administered broadband subsidies to rural areas that could result in subsidized overbuilding of our more rural [removed: facilities,] [added: facilities;] changes to the FCC's administration of [removed: spectrum,] [added: spectrum;] and changes in the regulatory framework for VoIP [removed: phone] [added: telephone] service, including the scope of regulatory obligations associated with our VoIP [added: telephone] service and our ability to interconnect our VoIP [added: telephone] service with incumbent providers of traditional telecommunications service.

If any [removed: of these such] laws or regulations are [removed: enacted,] [added: enacted that would expand the regulation of our services,] they could affect our operations and require significant expenditures.

We cannot predict future developments in these areas, and any changes to the regulatory framework for our Internet, [removed: video] [added: video, mobile] or VoIP services could have a negative impact on our business and results of operations.

For example, some local franchising authorities [removed: are seeking to impose] [added: have imposed] franchise fee assessments on our broadband Internet access service (in addition to our video service), and more may do so in the future.

If [removed: they do so, and] challenges to such assessments are unsuccessful, it could adversely impact our costs.

recognition.

Our ability to provide some services might be materially adversely affected, or the need to procure or develop alternative sources of the affected materials or services might interrupt or delay our ability to serve our customers, if any of these parties experience or engage in the following:

- breach or terminate or elect not to renew their agreements with us or otherwise fail to perform their obligations in a timely manner;

- demand exceeds these vendors’ capacity;

- tariffs are imposed that impact vendors' ability to perform their obligations or significantly increase the amount we pay;

- experience operating or financial difficulties;

- significantly increase the amount we are required to pay (including demands for substantial non-monetary compensation) for necessary products or services;

- cease production of any necessary product due to lack of demand, profitability or a change in ownership or are otherwise unable to provide the equipment or services we need in a timely manner at our specifications and at reasonable prices.

Our third-party service providers, suppliers and licensors have been disrupted by worker absenteeism, quarantines, restrictions on employees’ ability to work, office and factory closures, disruptions to ports and other shipping infrastructure, border closures, or other travel or health-related restrictions.

Furthermore, an extended duration of the COVID-19 pandemic could result in significant disruptions in our supply chain.

For example, quarantines, shelter-in-place and similar government orders, travel restrictions and health impacts of the COVID-19 pandemic, could impact the availability or productivity of personnel at third-party supply manufacturers, distributors, freight carriers and other necessary components of our supply chain.

or their affiliates have an interest.

- the resiliency of our networks to maintain service during and after disasters and power outages;

As a winning bidder in the FCC’s RDOF auction in 2020, we must comply with numerous FCC and state requirements prior to and after receiving such funding.

To comply with these RDOF program requirements, we have chosen in the RDOF areas to offer certain of our VoIP telephone services, such as our federal or state Lifeline services, subject to traditional federal and state common carrier regulations.

Additionally, in the RDOF areas, we will offer certain of our broadband Internet access services subject to required discounts and other marketing-related terms.

If we fail to comply with those requirements, the FCC could consider us in default of the RDOF program rules, and we could incur substantial penalties or forfeitures.

For example, if we fail to attain certain specified infrastructure build-out requirements under the RDOF program, the FCC could withhold future support payments until those shortcomings are corrected.

Our failure to comply with the rules and requirements for the RDOF program could result in us being suspended or disbarred from future governmental programs or contracts for a significant period of time, which could adversely affect our results of operations and financial condition.

Our voice and mobile services compete

We expect that some of the COVID-19 programs may result in incremental churn and bad debt in 2021.

turn may cause certain programmers to seek even higher programming fees from us.

In addition, if our Internet customers are unable to access desirable content online because content providers block or limit access by our customers as a class, our ability to gain and retain customers, especially Internet customers, may be negatively impacted.

If any of these parties breach or terminate or elect not to renew their agreements with us or otherwise fail to perform their obligations in a timely manner, demand exceeds these vendors’ capacity, tariffs are imposed that impact vendors' ability to perform their obligations or significantly increase the amount we pay, they experience operating or financial difficulties, they significantly increase the amount we are required to pay (including demands for substantial non-monetary compensation) for necessary products or services, or they cease production of any necessary product due to lack of demand, profitability or a change in ownership or are otherwise unable to provide the equipment or services we need in a timely manner, at our specifications and at reasonable prices, our ability to provide some services might be materially adversely affected, or the need to procure or develop alternative sources of the affected materials or services might interrupt or delay our ability to serve our customers.

For tax purposes, Charter could experience a deemed ownership change in the future that could limit its ability to use its tax loss carryforwards.

Charter had approximately $5.3 billion of federal tax net operating loss carryforwards resulting in a gross deferred tax asset of approximately $1.1 billion as of December 31, 2020.

These losses resulted from the operations of Charter Communications Holding Company, LLC ("Charter Holdco") and its subsidiaries and from loss carryforwards received as a result of the merger with TWC.

Federal tax net operating loss carryforwards expire in the years 2022 through 2035.

In addition, Charter had state tax net operating loss carryforwards resulting in a gross deferred tax asset (net of federal tax benefit) of approximately $223 million as of December 31, 2020.

State tax net operating loss carryforwards generally expire in the years 2021 through 2040.

In the past, Charter has experienced ownership changes as defined in Section 382 of the Internal Revenue Code of 1986, as amended (the “Code”).

In general, an ownership change occurs whenever the percentage of the stock of a corporation owned,

directly or indirectly, by 5-percent stockholders (within the meaning of Section 382 of the Code) increases by more than 50 percentage points over the lowest percentage of the stock of such corporation owned, directly or indirectly, by such 5-percent stockholders at any time over the preceding three years.

As a result, Charter is subject to an annual limitation on the use of its loss carryforwards which existed at November 30, 2009 for the first ownership change, those that existed at May 1, 2013 for the second ownership change, and those created at May 18, 2016 for the third ownership change.

The limitation on Charter's ability to use its loss carryforwards, in conjunction with the loss carryforward expiration provisions, could reduce Charter's ability to use a portion of its loss carryforwards to offset future taxable income, which could result in Charter being required to make material cash tax payments.

Charter's ability to make such income tax payments, if any, will depend at such time on its liquidity or its ability to raise additional capital, and/or on receipt of payments or distributions from Charter Holdco and its subsidiaries.

If Charter were to experience additional ownership changes in the future (as a result of purchases and sales of stock by its 5-percent stockholders, new issuances or redemptions of our stock, certain acquisitions of its stock and issuances, redemptions, sales or other dispositions or acquisitions of interests in its 5-percent stockholders), Charter's ability to use its loss carryforwards could become subject to further limitations.

Uncertainty as to the nature of

In connection with the closing of the acquisition of Bright House, A/N and Liberty Broadband entered into a proxy agreement pursuant to which A/N granted to Liberty Broadband a 5-year irrevocable proxy expiring in May 2021 (which we refer to as the “A/N proxy”) to vote, subject to certain exceptions, that number of shares of Charter Class A common stock and Charter Class B common stock, in each case held by A/N (such shares are referred to as the “proxy shares”), that will result in Liberty Broadband having voting power in Charter equal to 25.01% of the outstanding voting power of Charter, provided, that the voting power of the proxy shares is capped at 7.0% of the outstanding voting power of Charter.

As of December 31, 2020, Liberty Broadband’s voting power in Charter exceeded 25.01% and therefore, the A/N proxy had no impact on Liberty Broadband’s voting power.

Liberty Broadband and A/N are required to vote (subject to the applicable voting cap) their

In addition, because Liberty Broadband’s voting power exceeds its voting cap of 25.01%, Liberty Broadband must vote and exercise rights to consent with respect to voting securities held in excess of the voting cap in the same proportion as all other votes cast by stockholders other than A/N and Liberty Broadband with respect to the applicable matter.

For example, with respect to our retail broadband Internet access service, the FCC has reclassified the service twice in the last few years, with the first change adding federal

regulatory obligations and the second change largely removing those new regulatory obligations.

A change in Administration and a new Congress in 2021 may result in the re-imposition of obligations, through legislation or regulation.

For instance, there are initiatives at the federal level to reverse the corporate tax cuts in the favorable Tax Cuts and Jobs Act of 2017.

Financial Statements and Supplementary [removed: Data.”]

We are a leading broadband connectivity company and cable operator serving more than [removed: 31] [added: 32] million customers in 41 states through our Spectrum brand.

The [added: COVID-19] pandemic [removed: has] significantly impacted how our customers use our products and services, how they interact with us, and how our employees [removed: work and] provide services to our customers.

Although the ultimate impact of the COVID-19 pandemic cannot be predicted, we remain focused on driving customer relationship growth by deploying superior products and services [removed: packaged] with attractive pricing.

Further, we expect to continue to drive customer relationship growth through sales of [removed: bundled] [added: Internet connectivity] services and improving customer retention despite the expectation for continued losses of video and wireline voice customers.

We [removed: also] continue to explore ways to drive even more mobile traffic to our network.

During the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] our mobile product line increased revenues by [removed: $1.4] [added: $2.2] billion and [removed: $726 million,] [added: $1.4 billion,] respectively, reduced Adjusted EBITDA by approximately [removed: $401] [added: $311] million and [removed: $520] [added: $401] million, respectively, and reduced free cash flow by approximately [removed: $1.1 billion] [added: $853 million] and [removed: $1.2] [added: $1.1] billion, respectively.

[removed: As we continue to grow our mobile services, we] [added: We] expect mobile Adjusted EBITDA will continue to be negative [removed: throughout 2021] primarily as a result of growth-related sales and marketing and other customer acquisition [removed: costs.][added: costs for mobile services, and]

We also expect to continue to see negative free cash flow from the timing of device-related cash flows when we sell [removed: the handset or tablet] [added: devices] to customers pursuant to equipment installment plans and capital expenditures related to retail store [removed: build-outs.][added: and CBRS build-out.]

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | | | | | | | [removed: 2020] [added: 2021] vs. [removed: 2019] [added: 2020] Growth | | | | | | | | |

| Revenues | | | $ | [removed: 48,097] [added: 51,682] | | | | | $ | [removed: 45,764 | | | | | | | | | | | 5.1 |] [added: 48,097] | [removed: %] | | | | | | |

| Adjusted EBITDA | | | $ | [removed: 18,518] [added: 20,630] | | | | | $ | [removed: 16,855 | | | | | | | | | | | 9.9 |] [added: 18,518] | [removed: %] | | | | | | |

| Income from operations | | | [removed: $ | 8,405 | | | | | $ | 6,511 | | | | |] [added: 10,526] | | | | | | [removed: 29.1] [added: 8,405] | | [removed: %] | | | | | | |

Adjusted EBITDA is defined as net income attributable to Charter shareholders plus net income attributable to noncontrolling interest, net interest expense, income taxes, depreciation and amortization, stock compensation expense, [removed: loss on extinguishment of debt, (gain) loss on financial instruments, net,] other [removed: pension (benefits) costs, net, other (income) expense,] [added: income (expenses),] net and other operating (income) expenses, net, such as [removed: merger and restructuring costs,] special charges and (gain) loss on sale or retirement of assets.

Growth in total revenue was primarily due to growth in our residential [removed: Internet and] [added: Internet,] mobile [removed: customers.][added: and commercial customers and price adjustments.]

Adjusted EBITDA and income from operations growth was impacted by growth in revenue and increases in operating costs and expenses, primarily mobile, [removed: costs to service customers and] programming [removed: offset by lower sports rights content costs as a result of a shortened 2020 baseball season] and [removed: a delayed start to the 2020-2021 basketball season.][added: regulatory, connectivity and produced content costs.]

Approximately 91% of our revenues for each of the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] are attributable to monthly subscription fees charged to customers for our Internet, video, voice, mobile and commercial services as well as regional sports and news channels.

The remaining 9% of revenue is derived primarily from advertising revenues, franchise and other regulatory fee revenues (which are collected by us but then paid to local authorities), sales of mobile and video devices, [added: processing fees or reconnection fees charged to customers to commence or reinstate service, installation, VOD and pay-per-view programming, and commissions related to the sale of merchandise by home shopping services.]

These indirect costs [removed: are associated with the activities of personnel who assist in installation activities, and] consist of compensation and overhead costs associated with [removed: these] support functions.

[removed: Costs for repairs and maintenance are charged to operating expense as incurred,] while plant and equipment replacement, including replacement of certain components, betterments, and replacement of cable drops and outlets, are capitalized.

We capitalized direct labor and overhead of [added: $1.7 billion and] $1.6 billion for [removed: each of] the years ended December 31, [removed: 2020] [added: 2021] and [removed: 2019.][added: 2020, respectively.]

The net carrying value of franchises as of both December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] was approximately $67.3 billion (representing 47% [removed: and 45%] of total [removed: assets, respectively).][added: assets).]

We performed a qualitative assessment in [removed: 2020.][added: 2021.]

The net carrying value of goodwill as of both December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] was approximately $29.6 billion (representing [added: 21% and] 20% of total [removed: assets).][added: assets, respectively).]

[removed: Financial Statements and Supplementary] Data.” We perform our impairment assessment of goodwill annually as of November 30.

As with our franchise impairment testing, we elected to perform a qualitative assessment of goodwill in [removed: 2020.][added: 2021.]

As of December 31, [removed: 2020,] [added: 2021,] Charter had approximately [removed: $5.3 billion] [added: $714 million] of federal tax net operating loss carryforwards resulting in a gross deferred tax asset of approximately [removed: $1.1 billion.][added: $150 million.]

These losses resulted from the operations of Charter [removed: Holdco] [added: Communications Holding Company, LLC ("Charter Holdco")] and its subsidiaries and from loss carryforwards received as a result of the merger with TWC.

Federal tax net operating loss carryforwards expire in the years [removed: 2022] [added: 2034] through 2035.

In addition, as of December 31, [removed: 2020,] [added: 2021,] Charter had state tax net operating loss carryforwards, resulting in a gross deferred tax asset (net of federal tax benefit) of approximately [removed: $223] [added: $175] million.

State tax net operating loss carryforwards generally expire in the years [removed: 2021] [added: 2022] through [removed: 2040.][added: 2041.]

After December 31, [removed: 2020, $676] [added: 2021, $714] million of Charter's federal tax loss carryforwards are subject to Section 382 and other restrictions.

Pursuant to these restrictions, Charter estimates that approximately [removed: $226] [added: $229] million annually over each of the next three years of federal tax loss carryforwards, should become unrestricted and available for Charter’s use.

Approximately [removed: $9] [added: $13] million of valuation allowance associated with federal capital loss carryforwards and approximately $23 million of valuation allowance associated with state tax loss carryforwards and other miscellaneous deferred tax assets remains on the December 31, [removed: 2020] [added: 2021] consolidated balance sheet.

The tax position is measured as the largest amount of benefit that has a greater than 50% likelihood of being [added: realized when the position is ultimately resolved.]

[removed: No tax years for] Charter [removed: are] [added: is] currently under examination by the Internal Revenue Service ("IRS") for income tax [removed: purposes.][added: purposes for 2019.]

Charter's [removed: 2016 through] [added: 2016, 2018 and] 2020 tax years remain open for examination and assessment.

The IRS is currently examining Charter Holdings’ income tax return for [removed: 2016.][added: 2016 and 2019.]

Charter Holdings’ [removed: 2017 through] [added: 2018 and] 2020 tax years remain open for examination and [removed: assessment.][added: assessment, while 2017 remains open solely for purposes of credit carryforwards.]

[removed: The Company does] [added: We do] not anticipate that these examinations will have a material impact on [removed: the Company’s] [added: our] consolidated financial position or results of operations.

Customer activity levels remain below normal which contributed to lower operating expense from reduced service transactions and lower bad debt in 2021 along with lower growth in customer relationships.

We cannot predict when trends return to pre-COVID-19 levels as the economy returns to normal activities.

In October 2021, we announced and implemented new Spectrum Mobile multi-line pricing designed to drive more mobile line sales per customer, and in turn, drive more broadband sales and the associated retention benefits.

We intend to use CBRS PALs we purchased in 2020, along with unlicensed CBRS spectrum, to build our own 5G mobile data-only network on our existing infrastructure in targeted geographies where there is high outdoor cellular traffic volume.

This effort, in combination with our expanding WiFi network and continued 5G enhancements within the Verizon MVNO partnership agreement, should position our mobile product for continued customer experience and cost structure improvements.

depending on the pace of that growth.

Costs for repairs and maintenance are charged to operating expense as incurred,

Charter’s 2017 tax year remains open solely for purposes of loss and credit carryforwards.

| | | | 2021 | | | | | | 2020 | | | | | | | | |

| | | | 41,156 | | | | | | 39,692 | | | | | | | | |

| | | | (4,138) | | | | | | (4,103) | | | | | | | | |

Revenues. Total revenues grew $3.6 billion or 7.5% during the year ended December 31, 2021 as compared to 2020 primarily due to increases in the number of residential Internet, mobile and commercial customers and price adjustments.

| Internet | | | $ | 21,094 | | | | | $ | 18,521 | | | | | | | | | | | 13.9 | | % | | | | | | |

| Video | | | 17,630 | | | | | | 17,432 | | | | | | | | | | | | 1.1 | | % | | | | | | |

| Voice | | | 1,598 | | | | | | 1,806 | | | | | | | | | | | | (11.5) | | % | | | | | | |

| Enterprise | | | 2,573 | | | | | | 2,468 | | | | | | | | | | | | 4.3 | | % | | | | | | |

| Mobile | | | 2,178 | | | | | | 1,364 | | | | | | | | | | | | 59.6 | | % | | | | | | |

| Other | | | 845 | | | | | | 843 | | | | | | | | | | | | 0.2 | | % | | | | | | |

| | | | $ | 51,682 | | | | | $ | 48,097 | | | | | | | | | | | 7.5 | | % | | | | | | |

| | | | $ | 2,573 | | | | | | | |

| | | | 2021 compared to 2020 | | | | | | | | |

| Decrease in installation | | | (14) | | | | | | | | |

| | | | $ | 198 | | | | | | | |

| | | | 2021 compared to 2020 | | | | | | | | |

| | | | $ | (208) | | | | | | | |

The decrease related to rate and bundle allocation changes was impacted by value-based pricing and changes in bundled revenue allocations.

| | | | 2021 compared to 2020 | | | | | | | | |

| Increase related to COVID-19 programs which reduced prior year revenue | | | 36 | | | | | | | | |

| | | | $ | 206 | | | | | | | |

Enterprise revenues increased $105 million during the year ended December 31, 2021 as compared to the corresponding period in 2020 primarily due to an increase in Internet PSUs, $18 million of impacts from COVID-19 related programs which reduced revenues in the year ended December 31, 2020 as well as a $16 million one-time benefit incurred during the year ended December 31, 2021 offset by lower wholesale PSUs.

| | | | 2021 compared to 2020 | | | | | | | | |

| Programming | | | $ | 443 | | | | | | | |

| Mobile | | | 724 | | | | | | | | |

| | | | $ | 1,552 | | | | | | | |

The increase is attributable to an increase in the number of mobile lines.

| | | | 2021 compared to 2020 | | | | | | | | |

| | | | $ | 113 | | | | | | | |

Stock compensation expense increased primarily due to changes in certain equity award provisions that result in additional expense at the time of grant.

| | | | 2021 compared to 2020 | | | | | | | | |

| | | | $ | 271 | | | | | | | |

Item 8.

See “Part I.

Item 1.

The COVID-19 pandemic and measures taken to prevent its spread impacted our business and presented significant challenges throughout 2020.

To reduce the transmission of COVID-19, federal, state and local governments implemented a wide range of restrictions on business and individual activities, including closures or limitations on the operations of businesses along with restrictions on large gatherings, travel and other actions to promote or enforce physical distancing.

Despite these restrictions, we have continued to deliver our services uninterrupted across our footprint.

The impacts of COVID-19 have significantly impacted our results of operations during the year ended December 31, 2020 and we expect that there will continue to be impacts through 2021.

- Beginning in March 2020, we offered our customers a set of programs, including our Remote Education Offer (“REO”) pursuant to which new customers with students or educators in the household were eligible to receive our Internet service for free for 60 days; and the Keep Americans Connected (“KAC”) pledge which paused collection efforts and related disconnects for residential and small and medium business (“SMB”) customers with COVID-19 related payment challenges through June 30, 2020.

These programs resulted in higher customer net additions in 2020 than prior year with retention rates for these customers similar to our average customer base.

In an effort to assist COVID-19 impacted customers with overdue balances at the end of the KAC and certain state-mandated programs, we waived approximately $102 million of receivables which was recorded as a reduction of revenue.

- The interruption of professional sports seasons resulted in $163 million lower programming expenses as a result of estimated sports rebates from sports programming networks as a result of canceled sporting events and a $217 million reduction in regulatory, connectivity and produced content costs as a result of a shortened 2020 baseball season and a delay to the start of the 2020-2021 basketball season which will push some expense that otherwise would have been recognized in 2020 to 2021 and beyond.

In the third quarter of 2020, we recognized $218 million of estimated credits that we intend to provide on our customers' invoices related to the rebates to be received from sports programming networks.

The difference between the estimated credits and the estimated rebates is due to an expected reduction in sports rights content costs which is being amortized over the life of the contract.

- Economic conditions and temporary closures or reductions in operations of businesses resulted in reduced advertising spend and lower revenues from seasonal plans offered to SMB and Enterprise hospitality customers that have requested a reduced level of service due to temporary business closure or because these customers have reduced their service offering to their own customers ("Seasonal Plan").

Despite the economic conditions, we saw improved collections of residential customer receivables which we believe were enhanced by government stimulus benefits.

We expect bad debt expense and churn in 2021 to return to pre-pandemic levels.

- We increased wages for all hourly field operations and customer service call center employees and gave our employees additional paid sick time for COVID-19-related illnesses and a flex time program to address other COVID-19 issues.

We also committed to raise our minimum starting wage for hourly employees to $20 an hour over the next 2 years.

- Through accelerated network capacity increases we have been able to respond to the significant increase in data demands on our network to enable social distancing through telecommuting and e-learning with usage by our Internet-only customers averaging over 600 gigabytes per month, up nearly 20% from the end of 2019.

- WiFi access points were opened across our footprint for public use.

- Requests from government, healthcare and educational institutions for new fiber connections, bandwidth upgrades and new services were prioritized.

- We have invested significantly in our self-service infrastructure, and customers have accelerated the adoption of our digital self-service capabilities and self-installation program with nearly 80% of installations using the program.

- A significant portion of our workforce was temporarily moved to remote work arrangements.

- We enhanced safety protocols for field and other employees working outside their home.

- We offered public access to our Spectrum News websites to ensure people have access to high-quality local news and information and donated significant airtime to run public service announcements to our entire footprint.

Our ability to successfully operate our business and deliver services during the COVID-19 pandemic is a result of investments we have made in our network, our employees and our systems.

Our operating and investment strategy has allowed us to sustain and accelerate our customer and financial growth during the pandemic.

We cannot predict the ultimate impact of COVID-19 on our business, including the depth and duration of the economic impact to household formation and growth, our residential and business customers’ ability to pay for our products and services including the impact of extended unemployment benefits and other stimulus packages and the long-term impact on our business, including from consumer behavior, after the pandemic is over.

Some of the COVID-19 programs discussed above may result in incremental churn and bad debt in 2021 and may have accelerated demand into 2020.

In addition, there is uncertainty regarding the impact of government emergency declarations, the ability of our suppliers and vendors to provide products and services to us, the pace of new housing construction, changes in business spend in our local and national ad sales

business, the effects to our employees’ health and safety and resulting reorientation of our work activities, and the risk of limitations on the deployment and maintenance of our services (including by limiting our customer support and on-site service repairs and installations).

In 2020, we launched 5G service offerings and refreshed our device offerings with new 5G models which we expect will contribute to continued growth of our mobile business.

Our Spectrum Mobile BYOD program lowers the cost for consumers of switching mobile carriers, and reduces the short-term working capital impact of selling new mobile devices on installment plans.

In October 2020, we purchased approximately $464 million of CBRS PALs and intend to use the licenses along with unlicensed CBRS spectrum to build our own 5G mobile network which we plan to use in combination with our MVNO and WiFi network to enhance the customer’s experience and improve our cost structure.

Income from operations was also affected by a decrease in depreciation and amortization expense.

processing fees or reconnection fees charged to customers to commence or reinstate service, installation, VOD and pay-per-view programming, and commissions related to the sale of merchandise by home shopping services.

realized when the position is ultimately resolved.

| | | | 2020 | | | | | | 2019 | | | | | | | | |

| | | | 39,692 | | | | | | 39,253 | | | | | | | | |

| Other expense, net | | | (31) | | | | | | (135) | | | | | | | | |

The fair value of our cross-currency derivatives included in other long-term liabilities on our consolidated balance sheets was [removed: $184] [added: $290] million and [removed: $224] [added: $184] million as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.

As of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the weighted average interest rate on the credit facility debt was approximately [removed: 1.7%] [added: 1.6%] and [removed: 3.3%,] [added: 1.7%,] respectively, and the weighted average interest rate on the senior notes was approximately [removed: 5.1%] [added: 4.9%] and [removed: 5.4%,] [added: 5.1%,] respectively, resulting in a blended weighted average interest rate of [removed: 4.7%] [added: 4.5%] and [removed: 5.1%,] [added: 4.7%,] respectively.

The interest rate on approximately 87% [removed: and 86%] of the total principal amount of our debt was fixed as of December 31, [removed: 2020] [added: 2021] and [removed: 2019, respectively.][added: 2020.]

The table set forth below summarizes the fair values and contract terms of financial instruments subject to interest rate risk maintained by us as of December 31, [removed: 2020] [added: 2021] (dollars in millions):

| | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| Fixed Rate | | | | | | $ | [removed: 1,000] [added: 3,000] | | | | | $ | [removed: 3,000] [added: 1,500] | | | | | $ | [removed: 1,500] [added: 1,100] | | | | | $ | [removed: 1,100] [added: 4,500] | | | | | $ | [removed: 4,500] [added: 750] | | | | | $ | [removed: 59,993] [added: 68,725] | | | | | $ | [removed: 71,093] [added: 79,575] | | | | | $ | [removed: 83,240] [added: 88,058] | |

| Average Interest Rate | | | | | | [removed: 4.00] [added: 4.46] | | % | | | | [removed: 4.46] [added: 6.92] | | % | | | | [removed: 6.92] [added: 4.50] | | % | | | | [removed: 4.50] [added: 4.91] | | % | | | | [removed: 4.91] [added: 5.50] | | % | | | | [removed: 5.19] [added: 4.89] | | % | | | | [removed: 5.15] [added: 4.91] | | % | | | | | | |

Interest rates on variable-rate debt are estimated using the average implied forward LIBOR for the year of maturity based on the yield curve in effect at December 31, [removed: 2020] [added: 2021] including applicable bank spread.

In March 2021, the collateral holiday for 20% of the swaps was extended to November 2022 in consideration for our agreement to post collateral over a threshold amount on that 20% portion of the swaps from March 2021 through October 2021.

| Variable Rate | | | | | | $ | 277 | | | | | $ | 436 | | | | | $ | 1,165 | | | | | $ | 6,170 | | | | | $ | 38 | | | | | $ | 3,537 | | | | | $ | 11,623 | | | | | $ | 11,583 | |

| Average Interest Rate | | | | | | 1.86 | | % | | | | 2.68 | | % | | | | 3.16 | | % | | | | 3.04 | | % | | | | 3.40 | | % | | | | 3.56 | | % | | | | 3.17 | | % | | | | | | |

| Variable Rate | | | | | | $ | 277 | | | | | $ | 277 | | | | | $ | 436 | | | | | $ | 1,165 | | | | | $ | 5,320 | | | | | $ | 3,575 | | | | | $ | 11,050 | | | | | $ | 10,986 | |

| Average Interest Rate | | | | | | 1.49 | | % | | | | 1.52 | | % | | | | 1.66 | | % | | | | 2.03 | | % | | | | 2.18 | | % | | | | 2.93 | | % | | | | 2.35 | | % | | | | | | |

We are a leading broadband connectivity company and cable operator serving more than [removed: 31] [added: 32] million customers in 41 states through our Spectrum brand.

Over an advanced high-capacity, two-way telecommunications network, we offer a full range of state-of-the-art residential and business services including Spectrum [removed: Internet,] [added: Internet®,] TV, Mobile and Voice.

Our network, which we own and operate, passes over [removed: 53] [added: 54] million households and small and medium businesses ("SMBs") across the United States.

This strategy, combined with simple, easy to understand pricing and packaging, is central to our goal of growing our customer base while selling more of our core connectivity services, which include both fixed and mobile Internet, video and voice services, to each [removed: individual] customer.

Our operating strategy includes insourcing nearly all of our customer care and field operations workforces, which results in higher quality [removed: service delivery.][added: customer service.]

We estimate that [removed: approximately] [added: over] 400 million devices are wirelessly connected to our network through WiFi.

In addition, we extend Internet connectivity to our customers beyond the home via our Spectrum [removed: Mobile] [added: Mobile™] product through our mobile virtual network operator (“MVNO”) [removed: reseller] [added: partnership] agreement with Verizon Communications Inc. ("Verizon").

Our principal executive offices are located at 400 [removed: Atlantic Street,] [added: Washington Blvd.,] Stamford, Connecticut [removed: 06901.][added: 06902.]

Our telephone number is (203) 905-7801, and we have a website accessible at [removed: www.corporate.charter.com.][added: ir.charter.com.]

Indebtedness amounts shown below are principal amounts as of December 31, [removed: 2020.][added: 2021.]

[removed: ][added: ]

The map below highlights our footprint as of December 31, [removed: 2020.][added: 2021.]

[removed: ][added: ]

Bundled services are available to substantially all of our passings, and approximately [removed: 56%] [added: 53%] of our residential customers subscribe to a bundle of services including some combination of our Internet, video and/or voice products.

The following table summarizes our customer statistics for Internet, video, voice and mobile as of December 31, [removed: 2020] [added: 2021] and [removed: 2019] [added: 2020] (in thousands except per customer data and footnotes).

| Residential | | | [removed: 29,079] [added: 29,926] | | | | | | [removed: 27,277] [added: 29,079] | | |

| SMB | | | [removed: 2,051] [added: 2,143] | | | | | | [removed: 1,958] [added: 2,051] | | |

| Total Customer Relationships | | | [removed: 31,130] [added: 32,069] | | | | | | [removed: 29,235] [added: 31,130] | | |

| Monthly Residential Revenue per Residential Customer (c) | | | $ | [removed: 111.15] [added: 113.61] | | | | | $ | [removed: 112.63] [added: 111.15] | |

| Monthly SMB Revenue per SMB Customer (d) | | | $ | [removed: 165.60] [added: 165.50] | | | | | $ | [removed: 169.90] [added: 165.60] | |

| Residential | | | [removed: 27,023] [added: 28,137] | | | | | | [removed: 24,908] [added: 27,023] | | |

| SMB | | | [removed: 1,856] [added: 1,952] | | | | | | [removed: 1,756] [added: 1,856] | | |

| Total Internet Customers | | | [removed: 28,879] [added: 30,089] | | | | | | [removed: 26,664] [added: 28,879] | | |

| Residential | | | [removed: 15,639] [added: 15,216] | | | | | | [removed: 15,620] [added: 15,639] | | |

| SMB | | | [removed: 561] [added: 617] | | | | | | [removed: 524] [added: 561] | | |

| Total Video Customers | | | [removed: 16,200] [added: 15,833] | | | | | | [removed: 16,144] [added: 16,200] | | |

| Residential | | | [removed: 9,215] [added: 8,621] | | | | | | [removed: 9,443] [added: 9,215] | | |

| SMB | | | [removed: 1,224] [added: 1,282] | | | | | | [removed: 1,144] [added: 1,224] | | |

| Total Voice Customers | | | [removed: 10,439] [added: 9,903] | | | | | | [removed: 10,587] [added: 10,439] | | |

| Residential | | | [removed: 2,320] [added: 3,448] | | | | | | [removed: 1,078] [added: 2,320] | | |

| SMB | | | [removed: 55] [added: 116] | | | | | | [removed: 4] [added: 55] | | |

| Total Mobile Lines | | | [removed: 2,375] [added: 3,564] | | | | | | [removed: 1,082] [added: 2,375] | | |

| Enterprise Primary Service Units ("PSUs") (e) | | | [removed: 274] [added: 272] | | | | | | [removed: 267] [added: 259] | | |

On that basis, as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] customers include approximately [removed: 168,400] [added: 150,700] and [removed: 154,200] [added: 168,400] customers, respectively, whose accounts were over 60 days past due, approximately [removed: 17,800] [added: 39,900] and [removed: 13,500] [added: 17,800] customers, respectively, whose accounts were over 90 days past due, and approximately [removed: 11,100] [added: 43,500] and [removed: 10,000] [added: 11,100] customers, respectively, whose accounts were over 120 days past due.

Our [removed: Spectrum pricing and packaging (“SPP”) offers an] [added: standard] entry level [added: fixed] Internet download speed [removed: of] [added: is] at least 200 megabits per second (“Mbps”) in [removed: nearly 75%] [added: 85%] of our footprint and 100 Mbps across the remainder of our footprint, which among other things, allows several people within a single household to stream high definition (“HD”) video content while simultaneously using our Internet service for other purposes.

Additionally, leveraging DOCSIS 3.1 technology, we offer Spectrum Internet Gig [removed: (940 Mbps)] speed service [removed: in nearly all of] [added: (Internet speeds up to 1 gigabit per second ("Gbps")) across] our footprint.

We [added: also] offer an in-home WiFi product that provides [added: our Internet] customers with high performance wireless routers and a managed WiFi service to maximize their [removed: in-home] [added: fixed] wireless Internet experience.

With [removed: advanced in-home WiFi,] [added: AHW,] customers enjoy [removed: an optimized] [added: a cloud-optimized] WiFi connection and have the ability to view and control their WiFi network [removed: with the My] [added: through our] Spectrum [removed: App allowing them to set schedules for specific devices.][added: application (“My Spectrum App”).]

[removed: In 2020, we] [added: Customers] also [removed: launched] [added: have] the option to add Spectrum WiFi [removed: Pods] [added: pods] to [removed: our advanced in-home WiFi product.][added: AHW.]

[removed: Spectrum] WiFi pods are small, discreet and powerful [removed: pods] [added: access points] that plug into electrical outlets in the [removed: home to deliver additional access points, resulting in] [added: home, providing broader and] more consistent [removed: coverage throughout the home.][added: WiFi coverage.]

We intend to use Citizens Broadband Radio Service (“CBRS”) Priority Access Licenses (“PALs”) that we purchased in 2020, along with unlicensed CBRS spectrum, to build our own fifth generation ("5G") mobile data-only network on our existing infrastructure in targeted geographies where there is high outdoor cellular traffic volume.

This effort, in combination with our expanding WiFi network and continued 5G enhancements within the MVNO partnership agreement, should position our mobile product for continued customer experience and cost structure improvements.

| | | | 2021 (a) | | | | | | 2020 (a) | | |

The increase in the past due accounts is predominately due to pre-existing balances for customers participating in the Emergency Broadband Benefit program through which a customer's monthly payment is subsidized by the federal government.

Connectivity Services

We provide our customers with a suite of connectivity services including fixed Internet, WiFi and mobile Internet which when bundled together provides our customers with a differentiated Internet connectivity experience while saving consumers and businesses money.

During 2021, we completed our roll out of the Advanced Home WiFi (“AHW”) service which is now available across nearly all of our residential footprint along with the deployment of WiFi 6 routers capable of delivering speeds over 1 Gbps.

The service enables parental control schedules to be set for children’s devices or limit access entirely to unknown devices attempting to access the network.

In 2022, we will begin rolling out Spectrum Security Shield across the residential footprint which protects all devices in the home using network-based security.

This free security suite provides end point protection to computers in the home, enabling protection against computer viruses, spyware and threats from malicious actors across the Internet.

In 2021, we brought the capabilities of the AHW service to MDUs as Advanced Community WiFi (“ACW”).

With ACW, tenants will receive the same visibility and control over their apartment’s WiFi networks through the My Spectrum App, while building managers will be able to see and manage the entire building’s network through a purpose-built property service portal.

We provide our customers with a choice of video programming services on a variety of platforms including through a digital set-top box or an Internet Protocol ("IP") device.

Our video service also includes access to an interactive programming guide with parental controls and in virtually all of our footprint, video on demand (“VOD”) or pay-per-view services.

VOD service allows customers to select from approximately 80,000 titles at any time including original content which is exclusive for a period of time through Spectrum

Originals such as *Joe Pickett* and *Temple*.

Access to the Spectrum TV application is included in all Spectrum TV video plans and allows users to stream content across a growing number of platforms as well as accessing their full TV lineup, watching on demand content and the ability to program their DVR from anywhere.

Customers are also able to purchase their video services within the Spectrum TV application.

We insert local advertising on up to 100 channels in over 90 markets.

Our fully deployed Audience App, which uses our proprietary set-top box viewership data (all anonymized and aggregated), allows us to create data-driven linear TV campaigns for local advertisers.

Streaming TV, which is largely comprised of Spectrum TV application impressions, as well as those from numerous over-the-top streaming content providers, is part of our suite of advanced advertising products available to the marketplace.

Finally, Spectrum Reach is now employing multi-screen deterministic attribution services for television and streaming services that lets advertisers know the effectiveness of their advertising on Spectrum Reach’s platform.

News Networks

We also have specialized offerings to enhance affordability of our Internet product for qualified low-income households which include our Spectrum Internet Assist product which offers a 30 Mbps service and a free modem for a low cost.

In addition, some of our customers are eligible for a subsidy through the Federal Communications Commission's ("FCC") Affordable Connectivity Program which provides eligible low-income households with up to $30 per month towards Internet service.

All plans include 5G service, free nationwide talk and text, and simple pricing that includes all taxes and fees.

In October 2021, we implemented new multi-line unlimited data plans at lower prices for customers with two or more lines, at least one of which is an unlimited line.

- a powered network enabling WiFi and our future 5G small cell access points; and

- the ability to upgrade capacity at a lower incremental capital cost relative to our competitors.

In 2022, we will continue to deploy high splits in our service areas which are a capital efficient means of enhancing our network, as they use current DOCSIS 3.1 customer premise equipment and reduce the need for node splits, which were required as average consumer bandwidth utilization increased.

with improving our cost structure.

In 2021, we continued our rural broadband construction initiative in which we intend to expand our network and offer reliable broadband services of up to one Gbps to more than one million estimated passings in unserved areas in states where we currently operate.

We expect to invest over $5 billion over the next several years, a portion of which we expect to offset with government funding including $1.2 billion of support won in the Rural Digital Opportunity Fund (“RDOF”) auction and other federal, state and municipal grants that are available or that we expect to become available.

In addition to construction in areas subsidized by various government grants, which could be material, we expect to continue rural construction in areas near our current plant and in areas surrounding subsidized construction where synergies can be achieved.

Service from our call centers continues to become more efficient as a result of new tool enhancements that give our front-line customer service agents more context and real-time information about the customer and their services which allows them to more effectively troubleshoot and resolve issues.

Our marketing strategy emphasizes the sale of our bundled services through

Those rules were upheld by a federal court in 2021, but the court limited the amount of the in-kind services that could be considered to be a franchise fee to the operator’s marginal costs of providing such services rather than the market value of such services.

Some franchise authorities have petitioned the Supreme Court to review this decision.

California and Vermont have adopted rules similar to the network neutrality requirements that were eliminated by the FCC, and the California rules are subject to a pending preemption challenge in federal court.

California has also adopted other regulations on Internet services, including network resiliency rules to assure backup power is available after natural disasters and other outages.

In 2020, we purchased 210 Citizens Broadband Radio Service (“CBRS”) Priority Access Licenses (“PALs”) within our footprint from the Federal Communications Commission ("FCC").

We intend to use the licenses along with unlicensed CBRS spectrum to build our own fifth generation ("5G") mobile network which we plan to use in combination with our MVNO and WiFi network to enhance our customer’s experience and improve our cost structure.

| | | | 2020 (a) | | | | | | 2019 (a) | | |

Internet Services

Finally, we offer a security suite with our Internet services which, upon installation by customers, provides protection against computer viruses and spyware and includes parental control features.

During 2020, we continued to roll out our advanced in-home WiFi product and we plan to expand availability from over 65% of our footprint to substantially all by the end of 2021.

Advanced in-home WiFi is built on a software platform that will allow us to integrate and launch additional network based security and control features as well as enhanced speeds for our mobile customers within the home.

Our video customers receive a package of programming which generally includes a digital receiver that provides an interactive electronic programming guide with parental controls, access to pay-per-view services, including video on demand (“VOD”) (available to nearly all of our passings) and the ability to view certain video services on third-party devices inside and outside the home.

Customers have the option to purchase additional tiers of services, including premium channels which provide original programming, commercial-free movies, sports, and other special event entertainment programming.

Substantially all of our video programming is available in high definition.

We also offer certain video packages containing a limited number of channels.

In the vast majority of our footprint, we offer VOD service which allows customers to select from over 75,000 titles at any time.

Customers can also use our Spectrum TV application on Internet Protocol ("IP") devices to watch over 375 channels of cable TV in home and approximately 300 channels out of home and view VOD programming.

Our cloud DVR service allows customers to schedule, record and watch their favorite programming anytime from connected IP devices as well as SpectrumTV.com.

We deploy Spectrum Guide®, our network or “cloud-based” user interface, to new video customers in the majority of our service areas.

Spectrum Guide runs on traditional digital receivers but offers a look and feel similar to that of our IP-based Spectrum TV application.

Spectrum Guide also provides access to third-party video applications such as Netflix.

Voice Services

Call Guard reduces customer frustration and improves

Mobile Services

In any particular service area, we typically insert local advertising on 40 to 85 channels.

This will be more widely deployed in 2021.

They join our fully deployed Audience App, which uses our proprietary digital receiver viewership data (all anonymized and aggregated) to optimize linear inventory, and Streaming TV, our expanded Ads Everywhere offering which includes inventory on over-the-top streaming content providers, in our suite of advanced advertising products available to the marketplace.

We sell Internet and video packages with the option to add on voice and mobile services at attractive pricing.

All plans include free nationwide talk and text and customers can easily switch between mobile data plans during the month.

We also participated in phase I of the Rural Digital Opportunity Fund (“RDOF”) auction to further extend our broadband services in states where we currently operate.

The purpose of Phase I of RDOF was to bring broadband to unserved areas.

Approximately $9.2 billion was awarded nationwide in Phase I of RDOF through a reverse auction process of which we won a bidding process for $1.2 billion in December 2020.

We expect to fund our multi-billion dollar fiber-based build-out over a six to eight-year period.

With fewer homes

customers’ purchases.

In April 2020, Sprint Corporation ("Sprint") and T-Mobile merged resulting in one of the nation’s largest mobile carriers, bringing increased competition with a stated intent of pursuing broad 5G network deployment and offering fixed wireless broadband service.

Changes in legislation, regulation and regulatory enforcement are expected to result from the recent political elections.

Popular stations invoking “retransmission consent” have been demanding

Cable Rate Regulation

Pursuant to federal law, a cable system's video offerings are universally exempt from rate regulation, except for a cable system’s minimum level of video programming service, referred to as “basic service,” and associated equipment.

FCC regulations require a local franchise authority interested in regulating rates for basic service and associated equipment to first make an affirmative showing that there is no “effective competition” (as defined under federal law) in the community.

Given the competitive nature of our markets, the FCC recently rescinded certifications for the relatively few communities where we had been subject to rate regulation.

It is possible that this rescission could be reversed, the competitive situation could change, and that some local franchising authorities may be certified to regulate rates in the future.

In addition, the Television Viewer Consumer Protection Act of 2019 and other existing and potential laws and regulations may affect our marketing practices (including our disclosure and itemization of subscriber fees).

The legal proceedings information set forth in Note [removed: 21] [added: 22] to the accompanying consolidated financial statements contained in “Part II.

For the fiscal year ended December 31, [removed: 2020][added: 2021]

[removed: ][added: ]

The aggregate market value of the registrant of outstanding Class A common stock held by non-affiliates of the registrant at June 30, [removed: 2020] [added: 2021] was approximately [removed: $75.8] [added: $90.2] billion, computed based on the closing sale price as quoted on the NASDAQ Global Select Market on that date.

[added: For purposes of this calculation only,] directors, executive officers and the principal controlling shareholders or entities controlled by such controlling shareholders of the registrant are deemed to be affiliates of the registrant.

There were [removed: 193,730,992] [added: 172,741,236] shares of Class A common stock outstanding as of December 31, [removed: 2020.][added: 2021.]

Information required by Part III is incorporated by reference from Registrant’s proxy statement or an amendment to this Annual Report on Form 10-K to be filed no later than 120 days after the end of the Registrant's fiscal year ended December 31, [removed: 2020.][added: 2021.]

FORM 10-K — FOR THE YEAR ENDED DECEMBER 31, [removed: 2020][added: 2021]

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| [Item [removed: 4](#i32827c2d499445d08b7f2b6b44d59c5e_31)] [added: 4](#i118be80c53b5414fbabf8621d782beb9_31)] | | | | | | [Mine Safety [removed: Disclosures](#i32827c2d499445d08b7f2b6b44d59c5e_31)] [added: Disclosures](#i118be80c53b5414fbabf8621d782beb9_31)] | | | | | | [removed: [26](#i32827c2d499445d08b7f2b6b44d59c5e_31)] [added: [26](#i118be80c53b5414fbabf8621d782beb9_31)] | | |

| [Item [removed: 5](#i32827c2d499445d08b7f2b6b44d59c5e_37)] [added: 5](#i118be80c53b5414fbabf8621d782beb9_37)] | | | | | | [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i32827c2d499445d08b7f2b6b44d59c5e_37)] [added: Securities](#i118be80c53b5414fbabf8621d782beb9_37)] | | | | | | [removed: [27](#i32827c2d499445d08b7f2b6b44d59c5e_37)] [added: [27](#i118be80c53b5414fbabf8621d782beb9_37)] | | |

| [Item [removed: 7](#i32827c2d499445d08b7f2b6b44d59c5e_43)] [added: 7](#i118be80c53b5414fbabf8621d782beb9_43)] | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i32827c2d499445d08b7f2b6b44d59c5e_43)] [added: Operations](#i118be80c53b5414fbabf8621d782beb9_43)] | | | | | | [removed: [28](#i32827c2d499445d08b7f2b6b44d59c5e_43)] [added: [28](#i118be80c53b5414fbabf8621d782beb9_43)] | | |

| [Item [removed: 7A](#i32827c2d499445d08b7f2b6b44d59c5e_52)] [added: 7A](#i118be80c53b5414fbabf8621d782beb9_52)] | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i32827c2d499445d08b7f2b6b44d59c5e_52)] [added: Risk](#i118be80c53b5414fbabf8621d782beb9_52)] | | | | | | [removed: [45](#i32827c2d499445d08b7f2b6b44d59c5e_52)] [added: [43](#i118be80c53b5414fbabf8621d782beb9_52)] | | |

| [Item [removed: 8](#i32827c2d499445d08b7f2b6b44d59c5e_55)] [added: 8](#i118be80c53b5414fbabf8621d782beb9_55)] | | | | | | [Financial Statements and Supplementary [removed: Data](#i32827c2d499445d08b7f2b6b44d59c5e_55)] [added: Data](#i118be80c53b5414fbabf8621d782beb9_55)] | | | | | | [removed: [46](#i32827c2d499445d08b7f2b6b44d59c5e_55)] [added: [44](#i118be80c53b5414fbabf8621d782beb9_55)] | | |

| [Item [removed: 9](#i32827c2d499445d08b7f2b6b44d59c5e_58)] [added: 9](#i118be80c53b5414fbabf8621d782beb9_58)] | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i32827c2d499445d08b7f2b6b44d59c5e_58)] [added: Disclosure](#i118be80c53b5414fbabf8621d782beb9_58)] | | | | | | [removed: [46](#i32827c2d499445d08b7f2b6b44d59c5e_58)] [added: [44](#i118be80c53b5414fbabf8621d782beb9_58)] | | |

| [Item [removed: 9A](#i32827c2d499445d08b7f2b6b44d59c5e_61)] [added: 9A](#i118be80c53b5414fbabf8621d782beb9_61)] | | | | | | [Controls and [removed: Procedures](#i32827c2d499445d08b7f2b6b44d59c5e_61)] [added: Procedures](#i118be80c53b5414fbabf8621d782beb9_61)] | | | | | | [removed: [46](#i32827c2d499445d08b7f2b6b44d59c5e_61)] [added: [44](#i118be80c53b5414fbabf8621d782beb9_61)] | | |

| [Item [removed: 9B](#i32827c2d499445d08b7f2b6b44d59c5e_64)] [added: 9B](#i118be80c53b5414fbabf8621d782beb9_64)] | | | | | | [Other [removed: Information](#i32827c2d499445d08b7f2b6b44d59c5e_64)] [added: Information](#i118be80c53b5414fbabf8621d782beb9_64)] | | | | | | [removed: [47](#i32827c2d499445d08b7f2b6b44d59c5e_64)] [added: [44](#i118be80c53b5414fbabf8621d782beb9_64)] | | |

| [PART [removed: III](#i32827c2d499445d08b7f2b6b44d59c5e_67)] [added: III](#i118be80c53b5414fbabf8621d782beb9_67)] | | | | | | | | | | | | | | |

| [Item [removed: 10](#i32827c2d499445d08b7f2b6b44d59c5e_70)] [added: 10](#i118be80c53b5414fbabf8621d782beb9_70)] | | | | | | [Directors, Executive Officers and Corporate [removed: Governance](#i32827c2d499445d08b7f2b6b44d59c5e_70)] [added: Governance](#i118be80c53b5414fbabf8621d782beb9_70)] | | | | | | [removed: [48](#i32827c2d499445d08b7f2b6b44d59c5e_70)] [added: [45](#i118be80c53b5414fbabf8621d782beb9_70)] | | |

| [Item [removed: 11](#i32827c2d499445d08b7f2b6b44d59c5e_73)] [added: 11](#i118be80c53b5414fbabf8621d782beb9_73)] | | | | | | [Executive [removed: Compensation](#i32827c2d499445d08b7f2b6b44d59c5e_73)] [added: Compensation](#i118be80c53b5414fbabf8621d782beb9_73)] | | | | | | [removed: [48](#i32827c2d499445d08b7f2b6b44d59c5e_73)] [added: [45](#i118be80c53b5414fbabf8621d782beb9_73)] | | |

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| [Exhibit [removed: Index](#i32827c2d499445d08b7f2b6b44d59c5e_94)] [added: Index](#i118be80c53b5414fbabf8621d782beb9_97)] | | | | | | | | | | | | [removed: E-[1](#i32827c2d499445d08b7f2b6b44d59c5e_94)] [added: E-[1](#i118be80c53b5414fbabf8621d782beb9_97)] | | |

This annual report on Form 10-K is for the year ended December 31, [removed: 2020.][added: 2021.]

Many of the forward-looking statements contained in this annual report may be identified by the use of forward-looking words such as “believe,” “expect,” “anticipate,” “should,” “planned,” “will,” “may,” “intend,” “estimated,” “aim,” “on track,” “target,” “opportunity,” “tentative,” “positioning,” “designed,” “create,” “predict,” “project,” “initiatives,” “seek,” “would,” “could,” “continue,” “ongoing,” “upside,” “increases,” [added: “grow,”] “focused on” and “potential,” among others.

- general business conditions, unemployment levels and the level of activity in the housing sector and economic uncertainty or downturn, including the impacts of the Novel Coronavirus (“COVID-19”) pandemic to [added: sales opportunities from residential move activity,] our customers, our vendors and local, state and federal governmental responses to the pandemic;

- our ability to develop and deploy new products and technologies including [removed: mobile products and any other] consumer services and service platforms;

- the effects of governmental regulation on our business including [added: subsidies to consumers, subsidies and incentives for competitors,] costs, disruptions and possible limitations on operating flexibility related to, and our ability to comply with, regulatory conditions applicable to us;

| 400 Washington Blvd. | | | Stamford | | | Connecticut | | | 06902 | | |

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.


| [PART I](#i118be80c53b5414fbabf8621d782beb9_13) | | | | | | | | | | | | | | |

| [PART II](#i118be80c53b5414fbabf8621d782beb9_34) | | | | | | | | | | | | | | |

| [Item 6](#i118be80c53b5414fbabf8621d782beb9_40) | | | | | | [\[Reserved\]](#i118be80c53b5414fbabf8621d782beb9_40) | | | | | | [28](#i118be80c53b5414fbabf8621d782beb9_40) | | |

| [Item 9C](#i118be80c53b5414fbabf8621d782beb9_1970) | | | | | | [Disclosure Regarding Foreign Jurisdiction that Prevent Inspections](#i118be80c53b5414fbabf8621d782beb9_1970) | | | | | | [44](#i118be80c53b5414fbabf8621d782beb9_1970) | | |

| [PART IV](#i118be80c53b5414fbabf8621d782beb9_85) | | | | | | | | | | | | | | |

| [Item 16](#i118be80c53b5414fbabf8621d782beb9_91) | | | | | | [Form 10-K Summary](#i118be80c53b5414fbabf8621d782beb9_91) | | | | | | [46](#i118be80c53b5414fbabf8621d782beb9_91) | | |

| [Signatures](#i118be80c53b5414fbabf8621d782beb9_94) | | | | | | | | | | | | S-[1](#i118be80c53b5414fbabf8621d782beb9_94) | | |

- our ability to procure necessary services and equipment from our vendors in a timely manner and at reasonable costs;

| 400 Atlantic Street | | | Stamford | | | Connecticut | | | 06901 | | |

For purposes of this calculation only,

| [PART I](#i32827c2d499445d08b7f2b6b44d59c5e_13) | | | | | | | | | | | | | | |

| [PART II](#i32827c2d499445d08b7f2b6b44d59c5e_34) | | | | | | | | | | | | | | |

| [Item 6](#i32827c2d499445d08b7f2b6b44d59c5e_40) | | | | | | [Selected Financial Data](#i32827c2d499445d08b7f2b6b44d59c5e_40) | | | | | | [28](#i32827c2d499445d08b7f2b6b44d59c5e_40) | | |

| [PART IV](#i32827c2d499445d08b7f2b6b44d59c5e_85) | | | | | | | | | | | | | | |

| [Signatures](#i32827c2d499445d08b7f2b6b44d59c5e_91) | | | | | | | | | | | | S-[1](#i32827c2d499445d08b7f2b6b44d59c5e_91) | | |

Business – Our Network [removed: Technology and Customer Premise Equipment.”] [added: Technology.”] We believe that our properties are generally in good operating condition and are suitable for our business operations.

Charter’s Class A common stock is listed on the NASDAQ Global Select Market under the symbol “CHTR.” As of December 31, [removed: 2020,] [added: 2021,] there were approximately [removed: 11,200] [added: 10,500] holders of record of Charter’s Class A common stock and one holder of Charter's Class B common stock.

During [removed: 2020,] [added: 2021,] there were no unregistered sales of securities of the registrant.

The following information is provided as of December 31, [removed: 2020] [added: 2021] with respect to equity compensation plans:

(1) This total does not include [removed: 5,992] [added: 4,627] shares issued pursuant to restricted stock grants made under our 2019 Stock Incentive Plan, which are subject to vesting based on continued service.

For information regarding securities issued under our equity compensation plans, see Note [removed: 16] [added: 17] to our accompanying consolidated financial statements contained in “Part II.

The performance graph required by Item 5 will be included in Charter’s [removed: 2021] [added: 2022] Proxy Statement (the “Proxy Statement”) under the headings “Compensation Discussion and Analysis,” or in amendment to this Annual Report on Form 10-K and is incorporated herein by reference.

The following table presents Charter’s purchases of equity securities completed during the fourth quarter of [removed: 2020] [added: 2021] (dollars in millions, except per share data).

(1)Includes [removed: 7,007, 385,164] [added: 4,028, 21,546] and [removed: 1,735] [added: 1,600] shares withheld from employees for the payment of taxes and exercise costs upon the exercise of stock options or vesting of other equity awards for the months of October, November and December [removed: 2020,] [added: 2021,] respectively.

(2)During the three months ended December 31, [removed: 2020,] [added: 2021,] Charter purchased approximately [removed: 6.5] [added: 6.6] million shares of its Class A common stock for approximately [removed: $4.2] [added: $4.6 billion, which includes 2.1 million Charter class A common shares purchased from Liberty Broadband pursuant to the LBB Letter Agreement at an average price per unit of $726.18, or $1.5] billion.

Charter Holdings purchased [removed: 0.9] [added: 1.0] million Charter Holdings common units from A/N at an average price per unit of [removed: $629.92,] [added: $731.11,] or [removed: $578 million during the three months ended December 31, 2020.][added: $734]

As of December 31, [removed: 2020,] [added: 2021,] Charter had remaining board authority to purchase an additional [removed: $1.5] [added: $1.9] billion of Charter’s Class A [added: common stock and/or Charter Holdings common units, excluding purchases from Liberty Broadband.]

In addition to open market purchases including pursuant to Rule 10b5-1 plans adopted from time to time, Charter may also buy shares of Charter Class A common stock, from time to time, pursuant to private transactions outside of its Rule 10b5-1 plan and any such repurchases may also trigger the repurchases from A/N pursuant to and to the extent provided in the [added: A/N] Letter Agreement or Liberty pursuant to the [removed: stockholders' agreement.][added: LBB Letter Agreement.]

| Equity compensation plans approved by security holders | | | | | | 9,726,801 | | | (1) | | | | | | $ | 373.80 | | | | | 12,326,587 | | | (1) | | |

| TOTAL | | | | | | 9,726,801 | | | (1) | | | | | | | | | | | | 12,326,587 | | | (1) | | |

| October 1 - 31, 2021 | | | 2,164,040 | | | $ | 736.75 | | 2,160,012 | | | $1,580 | | |

| November 1 - 30, 2021 | | | 2,524,940 | | | $ | 695.36 | | 2,503,394 | | | $2,523 | | |

| December 1 - 31, 2021 | | | 1,910,902 | | | $ | 657.45 | | 1,909,302 | | | $1,857 | | |

million during the three months ended December 31, 2021.

| Equity compensation plans approved by security holders | | | | | | 10,493,576 | | | (1) | | | | | | $ | 316.86 | | | | | 13,840,616 | | | (1) | | |

| TOTAL | | | | | | 10,493,576 | | | (1) | | | | | | | | | | | | 13,840,616 | | | (1) | | |

| October 1 - 31, 2020 | | | 1,960,781 | | | $ | 633.73 | | 1,953,774 | | | $2,782 | | |

| November 1 - 30, 2020 | | | 2,345,534 | | | $ | 639.56 | | 1,960,370 | | | $3,070 | | |

| December 1 - 31, 2020 | | | 2,584,716 | | | $ | 656.22 | | 2,582,981 | | | $1,499 | | |

common stock and/or Charter Holdings common units.

Not applicable.

The following table presents selected consolidated financial data for the periods indicated (dollars in millions, except per share data):

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

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

| | | | Years Ended December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| Statement of Operations Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Revenues | | | $ | 48,097 | | | | | $ | 45,764 | | | | | $ | 43,634 | | | | | $ | 41,581 | | | | | $ | 29,003 | |

| Income from operations | | | $ | 8,405 | | | | | $ | 6,511 | | | | | $ | 5,221 | | | | | $ | 4,106 | | | | | $ | 2,456 | |

| Interest expense, net | | | $ | 3,848 | | | | | $ | 3,797 | | | | | $ | 3,540 | | | | | $ | 3,090 | | | | | $ | 2,499 | |

| Income before income taxes | | | $ | 4,302 | | | | | $ | 2,431 | | | | | $ | 1,686 | | | | | $ | 1,028 | | | | | $ | 820 | |

| Net income attributable to Charter shareholders | | | $ | 3,222 | | | | | $ | 1,668 | | | | | $ | 1,230 | | | | | $ | 9,895 | | | | | $ | 3,522 | |

| Earnings per common share, basic | | | $ | 15.85 | | | | | $ | 7.60 | | | | | $ | 5.29 | | | | | $ | 38.55 | | | | | $ | 17.05 | |

| Earnings per common share, diluted | | | $ | 15.40 | | | | | $ | 7.45 | | | | | $ | 5.22 | | | | | $ | 34.09 | | | | | $ | 15.94 | |

| Weighted average shares outstanding, basic | | | 203,316,483 | | | | | | 219,506,735 | | | | | | 232,356,665 | | | | | | 256,720,715 | | | | | | 206,539,100 | | |

| Weighted average shares outstanding, diluted | | | 209,273,247 | | | | | | 223,786,380 | | | | | | 235,525,226 | | | | | | 296,703,956 | | | | | | 234,791,439 | | |

| Balance Sheet Data (end of period): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Investment in cable properties | | | $ | 136,848 | | | | | $ | 138,920 | | | | | $ | 141,564 | | | | | $ | 142,712 | | | | | $ | 144,396 | |

| Total assets | | | $ | 144,206 | | | | | $ | 148,188 | | | | | $ | 146,130 | | | | | $ | 146,623 | | | | | $ | 149,067 | |

| Total debt | | | $ | 82,752 | | | | | $ | 79,078 | | | | | $ | 72,827 | | | | | $ | 70,231 | | | | | $ | 61,747 | |

| Total shareholders’ equity | | | $ | 30,281 | | | | | $ | 38,811 | | | | | $ | 44,272 | | | | | $ | 47,531 | | | | | $ | 50,366 | |

Comparability of the above information from year to year is affected by acquisitions and dispositions completed by us, including the merger with TWC and acquisition of Bright House in 2016.

During the quarter ended December 31, [removed: 2020,] [added: 2021,] there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Management has assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]

In making this assessment, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in *Internal Control — Integrated Framework* (2013)*.* Based on management’s assessment utilizing these criteria we believe that, as of December 31, [removed: 2020,] [added: 2021,] our internal control over financial reporting was effective.

PART III

Not applicable.

PART III

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Charter Communications, Inc. has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized.

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

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

| | | | | | | CHARTER COMMUNICATIONS, INC., | | | | | | | | |

| | | | | | | Registrant | | | | | | | | |

| | | | | | | By: | | | | | | /s/ Thomas M. Rutledge | | |

| | | | | | | | | | | | | Thomas M. Rutledge | | |

| | | | | | | | | | | | | Chairman and Chief Executive Officer | | |

| Date: January 29, 2021 | | | | | | | | | | | | | | |

S-1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Richard R.

Dykhouse and Kevin D.

Howard, and each of them (with full power to each of them to act alone), his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign on his or her behalf individually and in each capacity stated below any and all amendments (including post-effective amendments) to this annual report, 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, and each of them, 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 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 and either of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Charter Communications, Inc. and in the capacities and on the dates indicated.

| | | | | | | | | |

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

| Signature | | | Title | | | Date | | |

| /s/ Thomas M. Rutledge Thomas M. Rutledge | | | Chairman, Chief Executive Officer, Director (Principal Executive Officer) | | | January 29, 2021 | | |

| /s/ Christopher L. Winfrey Christopher L. Winfrey | | | Chief Financial Officer (Principal Financial Officer) | | | January 29, 2021 | | |

| /s/ Kevin D. Howard Kevin D. Howard | | | Executive Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) | | | January 29, 2021 | | |

| /s/ Eric L. Zinterhofer Eric L. Zinterhofer | | | Director | | | January 21, 2021 | | |

| /s/ W. Lance Conn W. Lance Conn | | | Director | | | January 21, 2021 | | |

| /s/ Kim C. Goodman Kim C. Goodman | | | Director | | | January 27, 2021 | | |

| /s/ Craig A. Jacobson Craig A. Jacobson | | | Director | | | January 21, 2021 | | |

| /s/ Gregory Maffei Gregory Maffei | | | Director | | | January 26, 2021 | | |

| /s/ John D. Markley, Jr. John D. Markley, Jr. | | | Director | | | January 22, 2021 | | |

| /s/ David C. Merritt David C. Merritt | | | Director | | | January 28, 2021 | | |

| /s/ James E. Meyer James E. Meyer | | | Director | | | January 21, 2021 | | |

| /s/ Steven Miron Steven Miron | | | Director | | | January 21, 2021 | | |

| /s/ Balan Nair Balan Nair | | | Director | | | January 21, 2021 | | |

| /s/ Michael Newhouse Michael Newhouse | | | Director | | | January 21, 2021 | | |

| /s/ Mauricio Ramos Mauricio Ramos | | | Director | | | January 21, 2021 | | |

S-2

Exhibit Index

Exhibits are listed by numbers corresponding to the Exhibit Table of Item 601 in Regulation S-K.

| Exhibit | | | | | | Description | | |

| 2.1 | | | | | | [Agreement and Plan of Mergers, dated as of May 23, 2015, among Time Warner Cable Inc., Charter Communications, Inc., CCH I, LLC, Nina Corporation I, Inc., Nina Company II, LLC and Nina Company III, LLC (incorporated by reference to Exhibit 2.1 to the current report on Form 8-K filed by Charter Communications, Inc. on May 29, 2015 (File No. 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312515206906/d930946dex21.htm) | | |

| 2.2 | | | | | | [Contribution Agreement, dated March 31, 2015, by and among Advance/Newhouse Partnership, A/NPC Holdings LLC, Charter Communications, Inc., CCH I, LLC, and Charter Communications Holding Company, LLC (incorporated by reference to Exhibit 2.1 to the current report on Form 8-K filed by Charter Communications, Inc. on April 1, 2015 (File No. 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000059/chtr0331158kexh21.htm) | | |

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, Charter Communications, Inc. has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized.

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

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

| | | | | | | CHARTER COMMUNICATIONS, INC., | | | | | | | | |

| | | | | | | Registrant | | | | | | | | |

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

| | | | | | | By: | | | | | | /s/ Thomas M. Rutledge | | |

| | | | | | | | | | | | | Thomas M. Rutledge | | |

| | | | | | | | | | | | | Chairman and Chief Executive Officer | | |

| Date: January 28, 2022 | | | | | | | | | | | | | | |

S-1

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Richard R.

Dykhouse and Kevin D.

Howard, and each of them (with full power to each of them to act alone), his or her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign on his or her behalf individually and in each capacity stated below any and all amendments (including post-effective amendments) to this annual report, 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, and each of them, 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 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 and either of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Charter Communications, Inc. and in the capacities and on the dates indicated.

| | | | | | | | | |

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

| Signature | | | Title | | | Date | | |

| | | | | | | | | |

| /s/ Thomas M. Rutledge | | | Chairman, Chief Executive Officer, Director | | | January 28, 2022 | | |

| Thomas M. Rutledge | | | (Principal Executive Officer) | | | | | |

| | | | | | | | | |

| /s/ Jessica M. Fischer | | | Chief Financial Officer (Principal Financial Officer) | | | January 28, 2022 | | |

| Jessica M. Fischer | | | | | | | | |

| | | | | | | | | |

| /s/ Kevin D. Howard | | | Executive Vice President, Chief Accounting Officer | | | January 28, 2022 | | |

| Kevin D. Howard | | | and Controller (Principal Accounting Officer) | | | | | |

| | | | | | | | | |

| /s/ Eric L. Zinterhofer | | | Director | | | January 28, 2022 | | |

| Eric L. Zinterhofer | | | | | | | | |

| | | | | | | | | |

| /s/ W. Lance Conn | | | Director | | | January 28, 2022 | | |

| W. Lance Conn | | | | | | | | |

| | | | | | | | | |

| /s/ Kim C. Goodman | | | Director | | | January 28, 2022 | | |

| Kim C. Goodman | | | | | | | | |

| | | | | | | | | |