Charter Communications (CHTR) 10-K risk factor changes: FY2024 vs FY2023

Our Internet service faces competition from other companies’ FTTH, [removed: fixed wireless broadband,] [added: cell phone home] Internet [added: service, Internet] delivered via satellite and DSL services.

Our [removed: voice and] mobile [added: and voice] 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.

Competition may also reduce our expected growth of future cash flows which may contribute to future impairments of our [removed: franchises and goodwill and our ability to meet cash flow requirements, including debt service requirements.]

Business [removed: -Competition”] [added: - Competition”] and [removed: “-Regulation] [added: “- Regulation] and Legislation.”

[removed: Some of] our [removed: hardware, software and operational support vendors and service providers represent our] sole source of supply or have, either through contract or as a result of intellectual property rights, a position of some exclusivity.

- cease production [added: or providing necessary software updates] 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.

Increases in the cost of sports programming and the amounts paid for local broadcast station retransmission-consent have been the largest contributors to the growth in our programming costs over the last [removed: few] [added: several] years.

In addition, as we continue to grow our mobile services using virtual network operator rights from a third party, we expect continued growth-related sales and marketing and other customer acquisition [removed: costs as well as negative working capital impacts from the timing of device-related cash flows when we provide devices pursuant to equipment installation plans.][added: costs.]

[added: If we are unable] to [added: continue to] grow our mobile business and achieve the outcomes we expect from our investments in the mobile business, our growth, financial condition and results of operations could be adversely affected.

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, [added: malicious cyber activities by nation-state threat actors,] “cyber attacks” such as ransomware, process breakdowns, denial of service attacks and other malicious activity pose increasing risks.

Any of these events, if directed at, or experienced by, us or technologies upon which we depend, [added: have had and] could [added: in the future] have adverse consequences on our network, our customers and our business, including degradation of service, service disruption, excessive call volume to call centers, and damage to our or our customers’ equipment and data.

Large expenditures [added: and substantial resources have been and] may [added: in the future] be necessary to repair or replace damaged property, networks or information systems or to protect them from similar events in the future.

Moreover, the amount and scope of insurance that we maintain against losses resulting from any such events or security breaches [added: has not always been and] may not [added: in the future] be sufficient to cover our losses or otherwise adequately compensate us for any disruptions to our business that [added: have resulted and] may result.

[removed: Additionally, AI] technologies are complex and rapidly evolving.

We have a significant amount of debt and expect to (subject to applicable restrictions in our debt instruments) incur additional debt in the future as Charter maintains its stated objective of 4.0 to 4.5 times Adjusted EBITDA leverage (net debt divided by [added: the last twelve months Adjusted EBITDA).]

As of December 31, [removed: 2023,] [added: 2024,] our total principal amount of debt was approximately [removed: $97.6] [added: $93.8] billion and Charter's leverage ratio was [removed: 4.42] [added: 4.13] times Adjusted EBITDA.

- make us vulnerable to interest rate increases, in part because approximately [removed: 14%] [added: 11%] of our borrowings as of December 31, [removed: 2023] [added: 2024] were, and may continue to be, subject to variable rates of interest;

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

A/N currently owns Charter Class A common stock and a significant amount of membership [added: interests in our subsidiary, Charter Holdings, which are convertible into Charter Class A common stock, and is entitled to certain governance rights with respect to Charter.]

Members of [removed: Charter's] [added: Charter’s] Board of Directors include a director who is [removed: also an] [added: a former] officer and director of Liberty Broadband and directors who are current or former officers and directors of A/N.

Mr. Greg Maffei is the [added: former] President and Chief Executive Officer of Liberty Broadband.

As of December 31, [removed: 2023,] [added: 2024,] Liberty Broadband beneficially held approximately [removed: 28.50%] [added: 28.58%] of Charter’s voting stock and A/N beneficially held approximately [removed: 12.46%] [added: 12.40%] of Charter’s voting stock.

Pursuant to the [added: Second] Amended and Restated Stockholders Agreement among Charter, Liberty Broadband and A/N, dated as of May 23, 2015 [removed: (as amended,] [added: (the “Existing Stockholders Agreement”), as amended by Amendment No. 1 to] the [added: Second Amended and Restated Stockholders Agreement and the Letter Agreement, dated as of November 12, 2024 (the] “Stockholders [removed: Agreement”),] [added: and Letter Agreement Amendment”),] 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.

Each of A/N and Liberty Broadband is entitled to nominate at least one director to each of the committees of [removed: Charter's] [added: Charter’s] Board of Directors, subject to applicable stock exchange listing rules and certain specified voting or equity ownership thresholds for each of A/N and Liberty Broadband, and provided that the Nominating and Corporate Governance Committee and the Compensation and Benefits Committee each have at least a majority of directors independent from A/N, Liberty Broadband and Charter (referred to as the “unaffiliated directors” in the [added: Existing] Stockholders Agreement).

The [added: Existing] Stockholders Agreement and Charter’s amended and restated certificate of incorporation fixes the size of the board at 13 directors.

As a result of their rights under the [added: Existing] Stockholders Agreement and their significant equity and voting stakes in Charter, Liberty Broadband and/or A/N, who may have interests different from those of other stockholders, will be able to exercise substantial influence over certain matters relating to the governance of Charter, including the approval of significant corporate actions, such as mergers and other business combination transactions.

The [added: Existing] Stockholders Agreement provides A/N and Liberty Broadband with preemptive rights with respect to issuances of Charter equity in connection with certain transactions, and in the event that A/N or Liberty Broadband exercises these rights, holders of Charter Class A common stock may experience further dilution.

The [added: Existing] 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 transactions.

- the provision of high-speed Internet service, including [added: regulating the price for low-income customers,] network management, broadband label, broadband availability reporting, digital discrimination and transparency rules;

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

- [added: cybersecurity protection and practices, including] customer and employee privacy and data security;

Changes to the existing legal and regulatory framework under which we operate or the regulatory programs in which we or our competitors [removed: participate, including the possible elimination of the federal broadband ACP subsidy for low-income consumers,] [added: participate] could adversely affect our business.

These changes have in the past, and could in the future, include, for example, the reclassification of Internet services as regulated telecommunications services or other utility-style regulation of Internet services; restrictions on how we manage our Internet access services and networks; the adoption of new customer service or service quality requirements for our Internet access services; the adoption of new privacy restrictions on our collection, use and disclosure of certain customer information; new data security and cybersecurity mandates that could result in additional network and information security and cyber incident reporting requirements for our business; new restraints on our discretion over programming decisions; new restrictions on the rates we charge to consumers for one or more of the services or equipment options we [removed: offer;] [added: offer, including our ability to offer promotions;] changes to the cable industry’s compulsory copyright to retransmit broadcast signals; new requirements to assure the availability of navigation devices from third-party providers; new Universal Service Fund contribution obligations on our Internet service revenues 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 facilities; changes to the FCC’s administration of spectrum; [removed: pending court challenges to the legality of the FCC’s Universal Service programs, which, if successful, could adversely affect our receipt of universal service funds, including but not limited to FCC RDOF grants to expand our network, FCC E-rate funds to serve schools] and [removed: libraries and FCC Rural Health Care funds to serve eligible health care providers; and] changes in the regulatory framework for VoIP telephone service, including the scope of regulatory obligations associated with our VoIP telephone service and our ability to interconnect our VoIP telephone service with incumbent providers of traditional telecommunications service.

franchises and goodwill and our ability to meet cash flow requirements, including debt service requirements.

We have experienced many of these events and may experience additional events in the future.

Some of our hardware, software and operational support vendors and service providers represent

- experience network or information system shutdowns or other service disruptions or security breaches;

Further, some programmers have begun to simulcast and/or move popular programming to programmer streaming applications which has created a competitive alternative to our video subscription at lower price points that could, in turn, result in customer losses.

We have sought to obtain and will continue to seek to obtain access to many of these programmer streaming applications, where applicable, as we renew agreements, so that we may include in our customers’ video subscriptions and/or sell to broadband customers for a share of revenue.

Additionally, AI

In addition, it is possible that we may need to incur additional indebtedness in the future, including to refinance and/or in connection with the assumption of indebtedness of Liberty Broadband and/or its subsidiaries after the completion of the merger.

In 2024, one federal Court of Appeals decision found multiple constitutional violations in the FCC’s system for funding and administering its Universal Service programs.

Two other Courts of Appeals had upheld the FCC’s rules.

The Supreme Court has agreed to hear the FCC’s appeal of the adverse decision.

We cannot predict the outcome of this case or any related actions of the Congress and FCC, which could adversely affect our receipt of universal service funds, including but not limited to FCC RDOF grants to expand our network, FCC E-rate funds to serve schools and libraries and FCC Rural Health Care funds to serve eligible health care providers.

Our current and past participation in state and federal programs that subsidize network construction in high-cost areas and service to schools or low-income consumers, and the provision of services to government agencies or entities, creates the risk of claims of our failure to adequately comply with the regulatory requirements of those programs or contracts.

The FCC, and various state and federal agencies and attorney generals, may subject those programs, or other industry practices, to audits and investigations, which could result in enforcement actions, litigation, fines, settlements or reputational harm, and/or operational and financial conditions being placed on us, any of which could adversely affect our results of operations and financial condition.

Many of the provisions enacted under the 2017 Tax Cuts and Jobs Act are set to expire at the end of 2025.

The Administration and Congress are actively considering various policy choices which may have the impact of changing, possibly materially, how Charter is taxed in comparison to how we are taxed today and potentially in comparison to our competitors.

Risks Related to the Liberty Broadband Combination

The combination is subject to conditions, some or all of which may not be satisfied, or completed on a timely basis, if at all.

Failure to complete the combination could have material adverse effects on us.

The completion of the combination is subject to a number of conditions, including, among other things, (i) the adoption of the merger agreement by the affirmative vote of the holders of a majority of the aggregate voting power of the outstanding shares of Liberty Broadband Series A common stock, Liberty Broadband Series B common stock and Liberty Broadband preferred stock entitled to vote on the Liberty Broadband merger proposal at the Liberty Broadband special meeting, voting together as a single class; (ii) the adoption of the merger agreement by the affirmative vote of the holders of a majority of the aggregate voting power of the outstanding shares of Liberty Broadband Series A common stock, Liberty Broadband Series B common stock and Liberty Broadband preferred stock entitled to vote on the Liberty Broadband merger proposal at the Liberty Broadband special meeting, beneficially owned, directly or indirectly, by Liberty Broadband stockholders (other than certain affiliated stockholders), voting together as a single class, which condition cannot be waived; (iii) the approval of the share issuance proposal by the affirmative vote of a majority of the votes cast by holders of Charter common stock at the Charter special meeting; (iv) the approval of the Charter merger proposal by the affirmative vote of the holders of a majority of the aggregate voting power of the outstanding shares of Charter common stock entitled to vote on the proposal at the Charter special meeting, beneficially owned, directly or indirectly, by Charter stockholders (other than certain affiliated stockholders), voting together as a single class, which condition cannot be waived; (v) to the extent applicable, any waiting period (and any

extension thereof), and any commitments by the parties not to close before a certain date under a timing agreement entered into with a governmental authority, in each case, in respect of the combination or the conversion of the Liberty Broadband capital stock pursuant to the merger agreement under the HSR Act having expired or been granted early termination; (vi) no stop order or proceedings seeking a stop order having been initiated by the SEC and not rescinded with respect to the registration statement on Form S-4, which contains a definitive joint proxy statement/prospectus with respect to the combination, filed by Charter on January 22, 2025; (vii) authorization of listing on the Nasdaq of the shares of Charter Class A common stock and Charter rollover preferred stock to be issued in connection with the merger; (viii) the absence of any law, order, or other legal restraint or prohibition, entered, enacted, promulgated, enforced or issued by any court or other governmental authority of competent jurisdiction, which prevents, prohibits, renders illegal or enjoins the consummation of the transactions contemplated by the merger agreement; (ix) the accuracy of each party’s representations and warranties in the merger agreement, subject to certain materiality qualifications; (x) each party’s performance, in all material respects, with its covenants required to be performed by it under the merger agreement prior to the closing of the combination; (xi) in respect of Charter’s obligation to effect the closing, the completion of the GCI divestiture; and (xii) each party’s receipt of a tax opinion, to the effect that, inter alia, the combination will qualify as a “reorganization” within the meaning of Section 368(a) of the Code.

While the parties have agreed in the merger agreement to use reasonable best efforts to satisfy the closing conditions, the parties may not be successful in their efforts to do so.

The failure to satisfy all of the required conditions could delay the completion of the combination for a significant period of time or prevent completion from occurring at all.

Any delay in completing the combination could cause Charter not to realize some or all of the benefits, or realize them on a different timeline than expected, that Charter expects to achieve if the combination is successfully completed within the expected timeframe.

There can be no assurance that the conditions in the merger agreement will be satisfied or (to the extent permitted) waived or that the combination will be completed.

In addition, subject to limited exceptions, either Charter or Liberty Broadband may terminate the merger agreement if the combination has not been consummated by August 31, 2027 or such other date as mutually agreed.

If the combination is not completed, we may be materially adversely affected, without realizing any of the benefits of having completed the combination, and we will be subject to a number of risks, including the following:

- the market price of Charter common stock could decline;

- we could owe a substantial termination fee to Liberty Broadband under certain circumstances;

- if the merger agreement is terminated and we seek another business combination, we may not find a party willing to enter into a transaction on terms comparable to or more attractive than the terms agreed to in the merger agreement;

- time and resources, financial and other, committed by us and our subsidiaries’ management to matters relating to the combination could otherwise have been devoted to pursuing other beneficial opportunities;

- we and our subsidiaries may experience negative reactions from the financial markets or from our customers, suppliers, regulators or employees;

- we will be required to pay our costs relating to the combination, such as legal, accounting, financial advisory, filing, printing and mailing fees, whether or not the combination is completed;

- we are subject to restrictions on the conduct of our business prior to the effective time, as set forth in the merger agreement, which may prevent us from making certain acquisitions or taking other actions during the pendency of the combination; and

- reputational harm due to the adverse perception of any failure to successfully complete the combination.

In addition, if the combination is not completed, we could be subject to litigation related to any failure to complete the combination or related to any enforcement proceeding commenced against us to perform our obligations under the merger agreement.

Any of these risks could materially and adversely impact our financial condition, financial results and stock price.

We are subject to contractual restrictions while the combination is pending, which could adversely affect our business and operations.

Under the terms of the merger agreement, Charter is subject to a limited set of restrictions on the conduct of its business prior to the effective time.

Such limitations may affect our ability to execute certain of our business strategies, including the ability in certain cases to amend our organizational documents, issue shares of capital stock or pay extraordinary dividends or distributions, which could adversely affect us prior to the effective time.

Additionally, the demands of large media companies, with additional selling power as a result of media

and broadcast station group consolidation, who link carriage of their most popular networks to carriage and cost increases of their less popular networks, and require us to carry their most popular networks to a large percentage of our video subscribers, have limited our flexibility in selling more tailored and cost-sensitive programming packages for consumers.

Further, some programmers have begun to simulcast and/or move popular programming to DTC apps which, in some cases, are no longer accessible by our customers through their current video subscription, despite increasing rates, driving customer dissatisfaction and in turn, customer losses.

We are seeking to obtain access to these DTC apps, where applicable, as we renew agreements, so that we may include in our customers' video subscriptions.

If we are unable to continue

the last twelve months Adjusted EBITDA).

As of December 31, 2023, $70.3 billion of our debt was rated investment grade and $27.3 billion was rated high yield debt.

This split rating allows us to access both the investment grade debt market and the high yield debt market.

interests in our subsidiary, Charter Holdings, which are convertible into Charter Class A common stock, and is entitled to certain governance rights with respect to Charter.

We participate in the federal ACP that provides up to a $30 monthly subsidy enabling eligible low-income households to purchase our Internet products at a discount or, for a portion of those households, at no cost.

The FCC has announced that ACP funding is expected to run out in April 2024 and has prohibited service providers from enrolling new ACP customers after February 7, 2024.

If Congress does not provide additional funding, this will be disruptive to our business.

We will lose customers and revenues and could face greater difficulty in providing services to low-income households in the future.

In addition, the FCC, the FTC, and various state agencies and attorney generals actively investigate industry practices and could impose substantial forfeitures for alleged regulatory violations.

We are a leading broadband connectivity company and cable operator [removed: serving more than 32] [added: with services available to an estimated 57] million [removed: customers] [added: homes and businesses] in 41 states through our Spectrum brand.

See [added: also] “Part I.

We spent [removed: $1.9] [added: $2.2] billion on our subsidized rural construction initiative during the year ended December 31, [removed: 2023] [added: 2024] and activated approximately [removed: 295,000] [added: 393,000] subsidized rural passings.

Our [removed: mobile line and] Internet [removed: customer additions were supported by our] [added: and mobile product bundles, including] Spectrum [removed: One offering, which brings] [added: One, provide a differentiated connectivity experience by bringing] together Spectrum Internet, Advanced WiFi and Unlimited Spectrum Mobile to offer consumers fast, reliable and secure online connections on their favorite devices at home and [removed: on-the-go] [added: on the go] in [removed: a] high-value [removed: package, and were further supported by growth in our legacy and new subsidized rural markets.][added: packages.]

We currently offer Spectrum Internet products with speeds up to 1 Gbps across our entire [removed: footprint and we are upgrading our network to provide multi-gigabit speeds.][added: footprint.]

Xumo combines a live TV experience with access to hundreds of content applications, and features unified search and [removed: discovery] [added: discovery,] along with a curated content offering based on [removed: the customer's] [added: a customer’s] interests and subscriptions.

We [removed: are also beginning to] see operational benefits from the targeted investments we [removed: are making] [added: made] in employee wages and benefits to build employee skill sets and tenure, as well as the continued investments in digitization of our customer service [removed: platforms] [added: platforms, all with the goal of improving the customer experience, reducing transactions] and [added: driving customer growth and retention.]

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

| Revenues | | | $ | [removed: 54,607] [added: 55,085] | | | | | $ | [removed: 54,022 | | | | | 1.1 |] [added: 54,607] | [removed: %] |

| Adjusted EBITDA | | | $ | [removed: 21,894] [added: 22,569] | | | | | $ | [removed: 21,616 | | | | | 1.3 |] [added: 21,894] | [removed: %] |

| Income from operations | | | [removed: $ | 12,559 | | | | | $] [added: 13,118] | [removed: 11,962] | | | | | [removed: 5.0] [added: 12,559] | | [removed: %] |

Growth in total revenue was primarily due to [added: mobile line] growth [removed: in our residential Internet customers] and [removed: residential mobile lines] [added: higher average revenue per customer,] partly offset by lower [removed: residential video and advertising sales revenues.][added: customers.]

Adjusted EBITDA and income from operations growth was driven by growth in revenue and [removed: increases] [added: decreases] in operating costs and expenses, primarily [added: programming expense, partly offset by an increase in] mobile device and other mobile direct [removed: costs and costs to service customers, partly offset by a decrease in programming expense.][added: costs.]

Approximately 90% of our revenues for each of the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] are attributable to monthly subscription fees charged to customers for our Internet, video, [removed: voice, mobile] [added: mobile, voice] and commercial services as well as regional sports and news channels.

Costs for repairs and maintenance are charged to operating expense as incurred, [added: 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 [removed: $2.3] [added: $2.4] billion and [removed: $1.8] [added: $2.3] billion for the years ended December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

We monitor the appropriateness of our capitalization [removed: policies,] [added: policies] and perform updates to our internal studies on an ongoing basis to determine whether facts or circumstances warrant a change to our capitalization policies.

[removed: In determining our tax provision for financial reporting purposes, we establish a] reserve for uncertain tax positions unless such positions are determined to be “more likely than not” of being sustained upon examination, based on their technical merits.

As of December 31, [removed: 2022,] [added: 2024,] the accumulated benefit obligation and fair value of plan assets was $2.2 billion and [removed: $2.6] [added: $2.3] billion, respectively, and the net funded asset was [added: recorded as a $125 million noncurrent asset, $3 million current liability and $15 million long-term liability.]

The benefit obligation for the qualified pension plan [removed: as of December 31, 2023 of $2.4 billion was therefore] [added: is] determined on a plan termination basis for which it is assumed that a portion of eligible active and deferred vested participants will elect lump sum payments.

We recognized net periodic pension cost of [removed: $216] [added: $23] million [removed: in 2023] and [removed: net periodic pension benefit of $254] [added: $216] million in [removed: 2022.][added: 2024 and 2023, respectively.]

We used a discount rate of [removed: 4.65%] [added: 5.08%] to determine the December 31, [removed: 2023] [added: 2024] pension plan benefit obligation.

A decrease in the discount rate of 25 basis points would result in [removed: an $80] [added: a $68] million increase in our pension plan benefit obligation as of December 31, [removed: 2023] [added: 2024] and net periodic pension cost recognized in [removed: 2023] [added: 2024] under our mark-to-market accounting policy.

The expected long-term rate of return on plan assets used to determine net periodic pension benefit for the year ended December 31, [removed: 2024] [added: 2025] is expected to be 5.00%.

A decrease in the expected long-term rate of return of 25 basis points to 4.75%, while holding all other assumptions constant, would result in [removed: a decrease] [added: an increase] in our [removed: 2024] [added: 2025] net periodic pension [removed: benefit] [added: cost] of approximately $6 million.

A discussion of changes in our results of operations during the year ended December 31, [removed: 2022] [added: 2023] compared to the year ended December 31, [removed: 2021] [added: 2022] has been omitted from this Annual Report on Form 10-K, but may be found in “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,] filed with the SEC on [removed: January 27, 2023,] [added: February 2, 2024,] which is available free of charge on the SEC's website at www.sec.gov and on Charter's investor relations website at ir.charter.com.

| Revenues | | | $ | [removed: 54,607] [added: 55,085] | | | | | $ | [removed: 54,022] [added: 54,607] | | [added: | | | 0.9 | | % |]

| Operating costs and expenses (exclusive of items shown separately below) | | | [removed: 33,405] [added: 33,167] | | | | | | [removed: 32,876] [added: 33,405] | | |

| Depreciation and amortization | | | [removed: 8,696] [added: 8,673] | | | | | | [removed: 8,903] [added: 8,696] | | |

| Other operating (income) expense, net | | | [removed: (53)] [added: 127] | | | | | | [removed: 281] [added: (53)] | | |

| Income from operations | | | [removed: 12,559] [added: $] | [added: 13,118] | | | | | [removed: 11,962] [added: $] | [added: 12,559] | | [added: | | | 4.5 | | % |]

| Interest expense, net | | | [removed: (5,188)] [added: (5,229)] | | | | | | [removed: (4,556)] [added: (5,188)] | | |

| Other [removed: income (expense),] [added: expense,] net | | | [removed: (517)] [added: (387)] | | | | | | [removed: 56] [added: (517)] | | |

| Income before income taxes | | | [removed: 6,854] [added: 7,502] | | | | | | [removed: 7,462] [added: 6,854] | | |

| Income tax expense | | | [removed: (1,593)] [added: (1,649)] | | | | | | [removed: (1,613)] [added: (1,593)] | | |

| Consolidated net income | | | [removed: 5,261] [added: 5,853] | | | | | | [removed: 5,849] [added: 5,261] | | |

| Less: Net income attributable to noncontrolling interests | | | [removed: (704)] [added: (770)] | | | | | | [removed: (794)] [added: (704)] | | |

| Net income attributable to Charter shareholders | | | $ | [removed: 4,557] [added: 5,083] | | | | | $ | [removed: 5,055] [added: 4,557] | |

| Basic | | | $ | [removed: 30.54] [added: 35.53] | | | | | $ | [removed: 31.30] [added: 30.54] | |

During the year ended December 31, 2024, we lost 508,000 Internet customers while adding 2,117,000 mobile lines.

Our Internet customer growth was challenged by the end of the FCC’s ACP, lower customer move rates and the competitive environment.

While our retention programs for the customers impacted by the end of ACP subsidies have been successful in retaining the vast majority of ACP customers, the end of the ACP subsidy program has been disruptive to our business and resulted in customer losses during the year.

In September, Spectrum launched a new brand platform, Life Unlimited, which emphasizes the power of Spectrum’s advanced network and cutting-edge connectivity products and services along with a new and simplified pricing and packaging strategy that better utilizes its seamless connectivity and entertainment products to offer lower promotional and persistent bundled pricing to drive growth.

Additionally, Spectrum announced new customer commitments focused on reliable connectivity, transparency, exceptional service and a focus on always improving.

Our mobile line growth continued to benefit from our pricing and packaging strategy, including our Anytime Upgrade offering and Phone Balance Buyout program.

Anytime Upgrade allows certain customers to upgrade their devices whenever they want, eliminating traditional wait times, upgrade fees and condition requirements.

Our Phone Balance Buyout program makes switching mobile providers easier by helping customers pay off balances on ported lines.

Our network evolution initiative is progressing.

We are upgrading our network to deliver symmetrical and multi-gigabit speeds across our footprint and are now offering symmetrical speeds in all of our step 1 high split markets.

In 2024, we began offering certain seamless entertainment applications including, among others, Max, Disney+, ESPN+, Paramount+, ViX Premium and Tennis Channel Plus to customers in certain packages and reached agreements with several other programmers that will add Discovery+, Peacock, AMC+ and BET+ in certain packages in 2025.

We now have

completed deals with every major programmer to deliver better flexibility and greater value to our customers by including seamless entertainment applications with our Spectrum TV services at no additional cost.

We also continue to evolve our video product and are deploying Xumo stream boxes to new video customers.

In September 2024, we launched our Life Unlimited brand platform which includes a new customer commitment that provides performance and service benchmarks and a new and simplified pricing structure designed to drive more value into our relationships.

In determining our tax provision for financial reporting purposes, we establish a

Financial Statements and Supplementary Data” for additional discussion.

See Note 20 to the accompanying consolidated financial statements contained in “Part II.

| | | | 2024 | | | | | | 2023 | | |

| | | | 41,967 | | | | | | 42,048 | | |

| | | | (5,616) | | | | | | (5,705) | | |

| | | | 2024 | | | | | | 2023 | | | | | | Growth | | |

| Internet | | | $ | 23,360 | | | | | $ | 23,032 | | | | | 1.4 | | % |

| Video | | | 15,126 | | | | | | 16,351 | | | | | | (7.5) | | % |

| Voice | | | 1,437 | | | | | | 1,510 | | | | | | (4.9) | | % |

| Enterprise | | | 2,883 | | | | | | 2,770 | | | | | | 4.1 | | % |

| Other | | | 3,045 | | | | | | 2,797 | | | | | | 8.8 | | % |

| | | | $ | 55,085 | | | | | $ | 54,607 | | | | | 0.9 | | % |

| | | | $ | 328 | |

Residential Internet customers decreased by 510,000 in 2024 compared to 2023.

| | | | 2024 compared to 2023 | | |

| | | | $ | (1,225) | |

| | | | 2024 compared to 2023 | | |

| | | | $ | 840 | |

The increase related to rate is primarily related to successful conversion of free lines to paying lines and success of our Unlimited Plus plan.

| | | | 2024 compared to 2023 | | |

| | | | $ | (73) | |

| | | | 2024 compared to 2023 | | |

| | | | $ | 18 | |

| | | | 2024 compared to 2023 | | |

During the year ended December 31, 2023, we added 2,474,000 mobile lines and 155,000 Internet customers.

We continue to upgrade our network to provide higher Internet speeds and reliability and invest in our products and customer service platforms.

Our Advanced WiFi, a managed WiFi service that provides customers an optimized home network and greater control over connected devices with enhanced security and privacy, is available to all of our Internet customers.

We continue to invest in our ability to provide a differentiated Internet connectivity experience for our mobile and fixed Internet customers with increasing availability of out-of-home WiFi access points across our footprint.

In addition, we continue to work towards the construction of our own 5G mobile data-only network in targeted areas of our footprint leveraging our CBRS Priority Access Licenses.

We also continue to develop our video product.

In September 2023, we entered into a new affiliation agreement with The Walt Disney Company ("Disney"), which provides a template for a new programming affiliation approach where we partner with content providers to provide access to both linear and app-based DTC content.

In October 2023, we began deploying Xumo to new video customers.

proactive maintenance, all with the goal of improving the customer experience, reducing transactions and driving customer growth and retention.

Income from operations was also affected by a gain on the sale of towers and lower depreciation and amortization expense, partly offset by an increase in stock compensation expense.

while plant and equipment replacement, including replacement of certain components, betterments, and replacement of cable drops and outlets, are capitalized.

recorded as a $362 million noncurrent asset, $5 million current liability and $17 million long-term liability.

| | | | 2023 | | | | | | 2022 | | |

| | | | 42,048 | | | | | | 42,060 | | |

| | | | (5,705) | | | | | | (4,500) | | |

| Internet | | | $ | 23,032 | | | | | $ | 22,222 | | | | | 3.6 | | % |

| Video | | | 16,351 | | | | | | 17,460 | | | | | | (6.4) | | % |

| Voice | | | 1,510 | | | | | | 1,559 | | | | | | (3.1) | | % |

| Enterprise | | | 2,770 | | | | | | 2,677 | | | | | | 3.5 | | % |

| Other | | | 2,797 | | | | | | 2,174 | | | | | | 28.7 | | % |

| | | | $ | 54,607 | | | | | $ | 54,022 | | | | | 1.1 | | % |

| | | | | | |

| | | | $ | 810 | |

Residential Internet customers grew by 132,000 in 2023 compared to 2022.

| | | | $ | (1,109) | |

| | | | $ | (49) | |

| | | | $ | 545 | |

The decrease related to rate is primarily related to the Spectrum One offering and is partly offset by higher bundled revenue allocation.

| | | | $ | 3 | |

The decrease related to rate and product mix changes were primarily due to a higher mix of lower priced video packages and a lower number of voice lines per SMB customer relationship.

| Programming | | | $ | (982) | |

| Costs to service customers | | | 328 | | |

| | | | $ | 529 | |

Programming costs decreased as a

Costs to service customers increased $328 million during the year ended December 31, 2023 compared to the corresponding period in 2022 primarily due to adjustments to job structure, pay and benefits to build a more skilled and longer tenured workforce resulting in lower frontline employee attrition compared to 2022, and additional activity to support the accelerated growth of Spectrum Mobile.

Sales and marketing costs increased $68 million during the year ended December 31, 2023 compared to the corresponding period in 2022 primarily due to higher staffing across sales channels and the accelerated growth of Spectrum Mobile.

| Corporate costs | | | 84 | | |

| Enterprise | | | 24 | | |

| | | | $ | 332 | |

Corporate, costs to sell and service bulk properties and enterprise costs increased primarily due to higher labor costs while property tax and insurance expense decreased during the year ended December 31, 2023 compared to the corresponding prior period primarily as a result of adjustments related to favorable development on prior year workers' compensation claims.

The fair value of our cross-currency derivatives included in other long-term liabilities on our consolidated balance sheets was [removed: $440] [added: $504] million and [removed: $570] [added: $440] million as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

For more information, see Note [removed: 11] [added: 12] to the accompanying consolidated financial statements contained in “Part II.

As of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the weighted average interest rate on the credit facility debt was approximately [removed: 7.0%] [added: 6.3%] and [removed: 5.9%,] [added: 7.0%,] respectively, and the weighted average interest rate on the senior notes was approximately 5.0% and 5.0%, respectively, resulting in a blended weighted average interest rate of [removed: 5.3%] [added: 5.2%] and [removed: 5.1%,] [added: 5.3%,] respectively.

The interest rate on approximately [removed: 86%] [added: 89%] and [removed: 85%] [added: 86%] of the total principal amount of our debt was fixed as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] respectively.

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: 2023] [added: 2024] (dollars in millions):

| | | | | | | [removed: 2024] [added: 2025] | | | | | | [removed: 2025] [added: 2026] | | | | | | [removed: 2026] [added: 2027] | | | | | | [removed: 2027] [added: 2028] | | | | | | [removed: 2028] [added: 2029] | | | | | | Thereafter | | | | | | Total | | | | | | Fair Value | | |

| Average Interest Rate | | | | | | [removed: 4.50] [added: 4.91] | | % | | | | [removed: 4.91] [added: 5.89] | | % | | | | [removed: 5.89] [added: 5.13] | | % | | | | [removed: 5.13] [added: 4.53] | | % | | | | [removed: 4.53] [added: 5.13] | | % | | | | [removed: 5.01] [added: 5.05] | | % | | | | [removed: 4.99] [added: 5.05] | | % | | | | | | |

Interest rates on variable-rate debt are estimated using the average implied forward SOFR for the year of maturity based on the yield curve in effect at December 31, [removed: 2023] [added: 2024] including applicable bank spread.

| Fixed Rate | | | | | | $ | 1,800 | | | | | $ | 1,850 | | | | | $ | 3,250 | | | | | $ | 4,750 | | | | | $ | 7,000 | | | | | $ | 64,795 | | | | | $ | 83,445 | | | | | $ | 72,777 | |

| Variable Rate | | | | | | $ | 305 | | | | | $ | 305 | | | | | $ | 304 | | | | | $ | 642 | | | | | $ | 279 | | | | | $ | 8,499 | | | | | $ | 10,334 | | | | | $ | 10,079 | |

| Average Interest Rate | | | | | | 5.47 | | % | | | | 5.36 | | % | | | | 5.37 | | % | | | | 5.41 | | % | | | | 5.39 | | % | | | | 5.79 | | % | | | | 5.72 | | % | | | | | | |

| Fixed Rate | | | | | | $ | 1,100 | | | | | $ | 4,500 | | | | | $ | 1,850 | | | | | $ | 3,250 | | | | | $ | 4,750 | | | | | $ | 68,825 | | | | | $ | 84,275 | | | | | $ | 74,592 | |

| Variable Rate | | | | | | $ | 1,290 | | | | | $ | 700 | | | | | $ | 387 | | | | | $ | 7,939 | | | | | $ | 390 | | | | | $ | 2,607 | | | | | $ | 13,313 | | | | | $ | 13,137 | |

| Average Interest Rate | | | | | | 6.26 | | % | | | | 4.82 | | % | | | | 4.41 | | % | | | | 4.54 | | % | | | | 4.74 | | % | | | | 5.40 | | % | | | | 4.89 | | % | | | | | | |

We are a leading broadband connectivity company and cable operator [removed: serving more than 32] [added: with services available to an estimated 57] million [removed: customers] [added: homes and businesses] in 41 states through our [removed: Spectrum] [added: Spectrum®] brand.

[removed: Offering] [added: Our strategy is focused on utilizing our] high [removed: quality,] [added: bandwidth connectivity network to deliver high-quality,] competitively priced [removed: products and] [added: products, with] outstanding [removed: service allows] [added: service, allowing] us to increase both the number of customers we serve over our network and the number of products we sell to each customer.

Our network and product evolution plan [removed: is progressing,] [added: continues to progress,] with a clear path to delivering symmetrical and multi-gig speeds to our customers across our footprint, meeting the needs of today and anticipating the [added: growing] demand for faster speeds for years to come.

We continue to [removed: evolve] [added: expand the capacity of] our hybrid fiber coaxial network using a number of technologies, including spectrum expansion, initially to 1.2 GHz and then to 1.8 GHz, changing the bandwidth allocation to a "high split" to increase upstream speeds, Distributed Access Architecture ("DAA") and DOCSIS 4.0 technology.

Through this process, which we expect to complete in [removed: 2026,] [added: 2027,] we will transform our network to enable multi-gigabit data speeds to customers.

Those faster speeds will be offered in conjunction with our Spectrum Mobile product and Advanced WiFi, providing customers seamless and convenient, ultra-fast converged connectivity in attractively priced [removed: packages, such as our Spectrum One offer.][added: packages.]

[removed: In October 2023, we began deploying] [added: We continue to deploy our] Xumo [removed: Stream Boxes ("Xumo")] [added: stream boxes] to new video customers.

Since inception in the beginning of 2022, we have spent [removed: $3.4] [added: $5.5] billion on our subsidized rural construction initiative and activated approximately [removed: 420,000] [added: 813,000] passings.

Including amounts spent to date, we expect to invest over $8 billion in total [removed: in our subsidized rural construction] [added: over the span of the] initiative, a portion of which we expect to offset with government funding, including over $2 billion of support awarded through December 31, [removed: 2023] [added: 2024] in the Rural Development Opportunity Fund (“RDOF”) auction and other federal, state and municipal grants.

[removed: We also expect to participate in additional federal, state and municipal grant programs] over the coming years, including the Broadband Equity, Access and Deployment [removed: ("BEAD")] [added: (“BEAD”)] program, if regulatory conditions are conducive to private investment.

Our rural investments will allow us to offer a suite of broadband connectivity services, including fixed Internet, WiFi and mobile to [removed: over 1.6 million passings in] unserved areas in states where we currently operate.

These investments will allow us to generate long-term infrastructure-style returns by taking further advantage of our scale efficiencies, network quality and construction capabilities, while offering our [removed: high quality] [added: high-quality] products and services to more homes and businesses.

Indebtedness amounts shown below are principal amounts as of December 31, [removed: 2023.][added: 2024.]

][added: 2024.jpg](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr-20241231_g2.jpg)]

The map below highlights our footprint along with our planned rural expansion over the [removed: next several years] [added: span of the initiative] based on grants awarded as of December 31, [removed: 2023.][added: 2024.]

][added: Map_1.24.25v2.jpg](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr-20241231_g3.jpg)]

We offer our customers subscription-based [removed: Internet services, video services, and] [added: Internet, video,] mobile and voice services, with prices and related charges based on the types of service selected, whether the services are sold as a “bundle” or on an individual basis, and based on the equipment necessary to receive our services.

Bundled services, including some combination of our Internet, video, [removed: voice and/or] mobile [added: and/or voice] products are available to substantially all of our passings.

The following table summarizes our customer statistics for Internet, video, [removed: voice and] mobile [added: and voice] as of December 31, [removed: 2023] [added: 2024] and [removed: 2022] [added: 2023] (in thousands except per customer data and footnotes).

| Residential | | | [removed: 29,904] [added: 29,258] | | | | | | [removed: 29,988] [added: 29,904] | | |

| Small and Medium Business ("SMB") | | | [removed: 2,222] [added: 2,215] | | | | | | [removed: 2,207] [added: 2,222] | | |

| Total Customer Relationships | | | [removed: 32,126] [added: 31,473] | | | | | | [removed: 32,195] [added: 32,126] | | |

| Monthly Residential Revenue per Residential Customer (c) | | | $ | [removed: 119.89] [added: 121.04] | | | | | $ | [removed: 119.38] [added: 119.89] | |

| Monthly SMB Revenue per SMB Customer (d) | | | $ | [removed: 163.64] [added: 164.08] | | | | | $ | [removed: 166.36] [added: 163.64] | |

| Residential | | | [removed: 28,544] [added: 28,034] | | | | | | [removed: 28,412] [added: 28,544] | | |

| SMB | | | [removed: 2,044] [added: 2,046] | | | | | | [removed: 2,021] [added: 2,044] | | |

| Total Internet Customers | | | [removed: 30,588] [added: 30,080] | | | | | | [removed: 30,433] [added: 30,588] | | |

| Residential | | | [removed: 13,503] [added: 12,327] | | | | | | [removed: 14,497] [added: 13,503] | | |

| SMB | | | [removed: 619] [added: 565] | | | | | | [removed: 650] [added: 619] | | |

| Total Video Customers | | | [removed: 14,122] [added: 12,892] | | | | | | [removed: 15,147] [added: 14,122] | | |

| Residential | | | [removed: 6,712] [added: 5,636] | | | | | | [removed: 7,697] [added: 6,712] | | |

| SMB | | | [removed: 1,293] [added: 1,248] | | | | | | [removed: 1,286] [added: 1,293] | | |

| Total Voice Customers | | | [removed: 8,005] [added: 6,884] | | | | | | [removed: 8,983] [added: 8,005] | | |

| Residential | | | [removed: 7,519] [added: 9,568] | | | | | | [removed: 5,116] [added: 7,519] | | |

| SMB | | | [removed: 247] [added: 315] | | | | | | [removed: 176] [added: 247] | | |

| Total Mobile Lines | | | [removed: 7,766] [added: 9,883] | | | | | | [removed: 5,292] [added: 7,766] | | |

| Enterprise Primary Service Units ("PSUs") (f) | | | [removed: 303] [added: 319] | | | | | | [removed: 284] [added: 303] | | |

On that basis, as of December 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] customers include approximately [removed: 135,800] [added: 102,500] and [removed: 144,100] [added: 135,800] customers, respectively, whose accounts were over 60 days past due, approximately [removed: 54,700] [added: 12,100] and [removed: 52,800] [added: 54,700] customers, respectively, whose accounts were over 90 days past due, and approximately [removed: 286,000] [added: 13,600] and [removed: 214,100] [added: 286,000] customers, respectively, whose accounts were over 120 days past due.

(b)Customer relationships include the number of customers that receive one or more levels of service, encompassing Internet, video, [removed: voice and] mobile [added: and voice] services, without regard to which service(s) such customers receive.

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

Products

We continue to evolve our connectivity network to offer symmetrical and multi-gigabit Internet speeds across our entire footprint and have launched symmetrical Internet service in eight markets and 2x1 Gbps service in two markets.

Advanced WiFi, a managed WiFi service that provides customers an optimized home network while providing greater control of connected devices with enhanced security and privacy, is available to all Internet customers.

Spectrum Mobile® is available to all new and existing Internet customers and offers plans that include 5G access, do not require contracts and include taxes and fees in the price.

We continue to innovate our video product and recently transformed all of our affiliation agreements with major programmers.

These new agreements give us greater overall packaging flexibility and the ability to include the ad-supported versions of key programmer streaming applications within our video packages along with the ability to upgrade to ad-free versions and to sell those applications to customers a la carte for a seamless entertainment experience.

Together with our Xumo Stream Boxes (“Xumo”), our goal is to deliver utility and value for our customers, irrespective of how they want to view content, and better and more stable economics for our programming partners and us.

Pricing & Packaging and Customer Commitments

Our fully deployed high-bandwidth network offers ubiquitous and seamless connectivity products.

It removes barriers and creates opportunities for customers, in every aspect of their lives, which led us to our new brand platform, Life Unlimited™.

As part of the new brand platform, which we launched in the fall of 2024, we also launched a new, simplified pricing strategy that better utilizes our seamless connectivity and entertainment products to offer lower promotional and persistent bundled pricing to drive customer and financial growth.

Additionally, we announced new customer commitments, focused on reliable connectivity, transparency, exceptional service and a focus on always improving.

Through reliable connectivity, we are committed to keeping our customers connected 100% of the time and promptly resolving issues.

Transparency at every step means we are committed to clear and simple pricing and timely service updates, and we will take responsibility when things go wrong.

Through exceptional service, we are committed to providing exceptional customer experiences.

And finally, always improving means we act on our customers' feedback to improve our products and customer service.

Network Evolution

Expansion

| | | | 2024 (a) | | | | | | 2023 (a) | | |

The decrease in accounts past due is predominately due to revisions to customer account balances associated with the end of the Federal Communications Commission's (“FCC”) Affordable Connectivity Program ("ACP"), including balance write-offs and conversion to payment plans.

In 2024, we began offering WiFi 7 routers capable of delivering speeds over 10 Gbps.

In 2024, we began offering to MDUs and bulk single-family communities Spectrum Ready, which allows customers to set up Spectrum Internet with Advanced WiFi and video services in their home without ordering equipment or scheduling installation through permanent WiFi routers already installed in the property.

New residents simply scan a QR code and confirm services through a new or existing Spectrum account.

In 2024, we began offering certain seamless entertainment applications including, among others, Max, Disney+, ESPN+, Paramount+, ViX Premium and Tennis Channel Plus to customers in certain packages and reached agreements with several other programmers that will add Discovery+, Peacock, AMC+ and BET+ in certain packages in 2025.

We now have completed deals with every major programmer to deliver better flexibility and greater value to our customers by including seamless entertainment applications with our Spectrum TV® services at no additional cost.

Local Area Network (“LAN”), WiFi) and security (e.g. firewall, Distributed Denial of Service (“DDoS”) protection) challenges.

In addition, Spectrum Enterprise offers a wide range of video solutions targeting unique needs of customers across multiple industries with a specific focus on hospitality, healthcare, government and education.

We insert local advertising on up to 100 channels in over 90 markets and on multiple streaming services/free advertising-supported streaming television (“FAST”) channels including Amazon, Xumo and others.

Additionally, Spectrum Reach purchases third-party inventory in our markets when needed.

Our Spectrum pricing and packaging generally offers a standardized price across our services with bundle options designed to drive more value into a package to fit the customer need.

We believe Spectrum pricing and packaging:

In 2024, we introduced new bundles that better utilize our unique product assets with guaranteed pricing for up to three years and speed options that will benefit new customers, create more choices and provide faster speeds for existing customers.

Our Unlimited Plus plan also includes an additional 20 gigabytes of data, free roaming in Canada and Mexico and our Anytime Upgrade program that allows customers to upgrade their devices whenever they want, eliminating traditional wait times, upgrade fees and condition requirements.

- existing infrastructure with connections capable of self installation by the customer in most of our passings.

Since inception in the beginning of 2022, we have spent $5.5 billion on our subsidized rural construction initiative and activated approximately 813,000 passings.

In September 2024, we launched our Life Unlimited brand platform which includes a new customer commitment that provides performance and service benchmarks and a new and simplified pricing structure designed to drive more value into our relationships.

We have also been successful in obtaining access to the related programmer streaming applications pursuant to those contracts.

Increasingly, exclusive television content, including marquee content like live sporting events, is becoming available from sources other than traditional MVPDs.

that are comparable in many respects to our residential video service.

AT&T, Verizon and T-Mobile continue to expand 5G mobile services, and consolidations in the telecom industry continue to increase competition as they seek to offer converged connectivity services similar to ours.

Our network, which we own and operate, passes nearly an estimated 57 million households and businesses across the United States.

Our strategy is focused on the evolution of our network and products, expansion of our footprint, and the execution of high quality operations, including customer service.

This strategy allows us to maintain a state-of-the-art network delivering the most compelling converged connectivity services in a capital and time-efficient manner, and in turn, offer advanced services to consumers at highly attractive prices, together with outstanding customer service.

Evolution – Expanding the Capability of Our Network and Products

In addition, we expect our network evolution to enable us to offer fiber on demand across the majority of our footprint.

Xumo combines a live TV experience with access to hundreds of content applications, and features unified search and discovery, along with a curated content offering based on the customer's interests and subscriptions.

Combined with our Spectrum TV® app, Xumo is now our preferred go-to-market platform for new video sales.

Expansion – Building Our Future by Extending Our Network

We have also renewed our focus on building to more passings inside and at the edge of our existing and expanding network.

Execution – Turning Our Strategy Into Success

Our operating strategy is grounded in our desire to deliver high quality products to consumers at an attractive price.

In addition, our focus on service quality complements our products and price.

We are improving the customer experience by digitizing service where customers prefer, performing proactive maintenance, and improving the quality of our interactions by investing in our systems and operations teams.

As part of our investment in operations teams, we have made targeted adjustments to job structure, pay and benefits and career paths to improve the skills and tenure of our workforce.

| | | | 2023 (a) | | | | | | 2022 (a) | | |

Bad debt expense associated with these past due accounts has been reflected in our consolidated statements of operations.

The increase in accounts past due more than 120 days is predominately due to pre-existing and incremental unsubsidized amounts of customers’ bills for those customers participating in government assistance programs, including video services.

These customers are downgraded to a subsidized Internet-only service.

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

Spectrum Security Shield is an automatically-enabled security feature that works to defend our customers and their devices from online threats by detecting and blocking malicious websites, phishing scams, data theft and Internet-originated attacks against devices in the home.

For customers that subscribe to both our voice and video offerings, caller ID on TV is also available in most areas.

Our video customers also have access to programmer authenticated applications such as Fox Sports, Starz, NBC, ESPN and CBS and direct-to-consumer ("DTC") applications such as Disney+ which, beginning in 2024, is included with a customer’s video subscription at no additional cost.

In October 2023, we began deploying Xumo to new video customers.

In addition, we offer our Spectrum Mobile service to SMB customers.

To

In addition, for industries such as hospitality, education and healthcare where specialized video solutions are demanded, Spectrum Enterprise offers a wide range of solutions designed to meet those requirements.

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

We also offer Ad Portal, which allows small businesses to purchase local cable advertising and/or creative services via our web portal with limited sales personnel interaction at a price within their budgets.

Our Spectrum pricing and packaging ("SPP") generally offers a standardized price across our services and add-on services allowing customers to design a bundle offering that fits their needs.

We believe SPP:

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

The FCC has announced that ACP funding is expected to run out in April 2024 and has prohibited service providers from enrolling new ACP customers after February 7, 2024.

Alternatively, our mobile customers can choose one of two simple ways to pay for data.

The national

Including amounts spent to date, we expect to invest over $8 billion in total over the next several years, a portion of which we expect to offset with government funding, including over $2 billion of support awarded through December 31, 2023 in the RDOF auction and other federal, state and municipal grants.

our high quality products and services to more homes and businesses.

We are also beginning to obtain access to the related DTC services pursuant to those contracts.

AT&T Inc. ("AT&T"), Frontier Communications Corporation (“Frontier”) and Verizon are our primary FTTH competitors.

Given the FTTH deployments of our competitors, launches of broadband services offering 1 Gbps or more of speed have recently grown.

AT&T, Verizon and T-Mobile continue to expand 5G mobile services.

The legal proceedings information set forth in Note [removed: 20] [added: 19] to the accompanying consolidated financial statements contained in “Part II.

Within this section, we use a threshold of $1 million in disclosing environmental proceedings involving a governmental authority, if any.

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

[removed: ][added: ]

The aggregate market value of the outstanding Class A common stock of the registrant held by non-affiliates at June 30, [removed: 2023] [added: 2024] was approximately [removed: $36.9] [added: $28.3] billion, computed based on the closing sale price as quoted on the NASDAQ Global Select Market on that date.

There were [removed: 145,225,458] [added: 141,946,426] shares of Class A common stock outstanding as of December 31, [removed: 2023.][added: 2024.]

Information required by Part III is incorporated by reference from the 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: 2023.][added: 2024.]

FORM 10-K — FOR THE YEAR ENDED DECEMBER 31, [removed: 2023][added: 2024]

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This annual report on Form 10-K is for the year ended December 31, [removed: 2023.][added: 2024.]

- our ability to sustain and grow revenues and cash flow from operations by offering Internet, video, [removed: voice,] mobile, [added: voice,] advertising and other services to residential and commercial customers, to adequately meet the customer experience demands in our service areas and to maintain and grow our customer base, particularly in the face of increasingly aggressive competition, the need for innovation and the related capital expenditures;

- the availability and access, in general, of funds to meet our debt obligations prior to or when they become due and to fund our operations and necessary capital expenditures, either through (i) cash on hand, (ii) free cash flow, or (iii) access to the capital or credit markets; [removed: and]

- our ability to comply with all covenants in our indentures and credit facilities, any violation of which, if not cured in a timely manner, could trigger a default of our other obligations under cross-default [removed: provisions.][added: provisions;]


| [PART I](#i7b96dba30f704c5ca39a7b408659a862_13) | | | | | | | | | | | | | | |

| [PART II](#i7b96dba30f704c5ca39a7b408659a862_37) | | | | | | | | | | | | | | |

| [PART IV](#i7b96dba30f704c5ca39a7b408659a862_91) | | | | | | | | | | | | | | |

| [Signatures](#i7b96dba30f704c5ca39a7b408659a862_100) | | | | | | | | | | | | S-[1](#i7b96dba30f704c5ca39a7b408659a862_100) | | |

| [Exhibit Index](#i7b96dba30f704c5ca39a7b408659a862_103) | | | | | | | | | | | | E-[1](#i7b96dba30f704c5ca39a7b408659a862_103) | | |

- our ability to satisfy the conditions to consummate the Liberty Broadband combination and/or to consummate the Liberty Broadband combination in a timely manner or at all;

- the risks related to us being restricted in the operation of our business while the Liberty Broadband merger agreement is in effect; and

- other risks related to the Liberty Broadband combination as described herein and in the definitive joint proxy statement/prospectus with respect to the combination, filed by Charter on January 22, 2025, including the sections entitled “Risk Factors” and “Where You Can Find More Information” included therein.

| [PART I](#ie7ef1375ed5d4c08a415259709a656ba_13) | | | | | | | | | | | | | | |

| [PART II](#ie7ef1375ed5d4c08a415259709a656ba_34) | | | | | | | | | | | | | | |

| [PART IV](#ie7ef1375ed5d4c08a415259709a656ba_88) | | | | | | | | | | | | | | |

| [Signatures](#ie7ef1375ed5d4c08a415259709a656ba_97) | | | | | | | | | | | | S-[1](#ie7ef1375ed5d4c08a415259709a656ba_97) | | |

| [Exhibit Index](#ie7ef1375ed5d4c08a415259709a656ba_100) | | | | | | | | | | | | E-[1](#ie7ef1375ed5d4c08a415259709a656ba_100) | | |

We routinely invest to develop and implement numerous cybersecurity programs and processes, including risk management and assessment programs, security and [added: event monitoring capabilities, detailed incident response plans, and other advanced detection, prevention and protection]

[removed: event monitoring] capabilities, [removed: detailed incident response plans, and other advanced detection, prevention and protection capabilities,] including practices and tools to monitor and mitigate insider threats.

[removed: Charter's] Audit Committee receives quarterly updates on the enterprise risk management program, including information on cybersecurity risks and initiatives undertaken to identify, assess and mitigate such risks.

[added: This cybersecurity reporting may] include threat and incident reporting, vulnerability detection reporting, risk mitigation metrics, systems and security operations updates or internal audit observations, if applicable.

The Security ESC is led by senior executives in our information technology ("IT") and [removed: network] [added: technology] operations groups and is comprised of senior executive leaders across the organization with the goal of driving cybersecurity focus through not just technical teams, but the entire business.

[removed: Mr. Perlman] [added: Our Executive Vice President, Software Development & IT] leads software development, security, technical integration, and IT.

[removed: Mr. Temm joined Charter] [added: He has over two decades of experience] in [removed: 2020 as Group Vice President, IT Security, where he maintained responsibility for cybersecurity across our IT infrastructure, leading] [added: cybersecurity, corporate security and network operations, including] cyber threat intelligence, vulnerability management, security operations, incident response, information security engineering and architecture, risk management and security awareness.

For further discussion of cybersecurity risks, see “Part I.

Item 1A.

Risk Factors – Risks Related to Our Business – Various events could disrupt or result in unauthorized access to our networks, information systems or properties and could impair our operating activities and negatively impact our reputation and financial results.”

Charter's

Our Executive Vice President, Technology Operations and our Executive Vice President, Software Development & IT collectively oversee our cybersecurity program.

Our Executive Vice President, Technology Operations is responsible for operating our customer product technology infrastructure across our 41-state footprint.

He has served in various network operations roles at Charter since 2016 and previously held various engineering roles at other large public companies.

He has served in various software and engineering roles at Charter since 2016, and has previously held various IT roles, including chief information officer, at other telecommunications companies.

Our Chief Information Security Officer (“CISO”) is a Certified Information Systems Security Professional and has served in various roles in information security at Charter since 2020.

This cybersecurity reporting may

The executive team members overseeing our cybersecurity program are Magesh Srinivasan, Executive Vice President, Network Operations, and Jake Perlman, Executive Vice President, Software Development & IT.

Our Security Operations Center and Security Compliance teams (including Software Development and IT and Network Security Operations) are unified under our Chief Information Security Officer, Greg Temm, to provide a centralized view of our risk posture to prevent vulnerabilities and more effectively manage cybersecurity threats across the enterprise.

Mr. Srinivasan is responsible for network operations across our 41-state footprint.

He joined Charter in 2016, and most recently served as Senior Vice President in Network Operations, first in Core and Backbone Operations and most recently in Video Operations.

Prior to that, he served in several senior engineering roles at Time Warner Cable Inc. ("TWC"), including as Group Vice President of Commercial Engineering and Operations, Vice President of Commercial Engineering for TWC’s West Region, and Director in the Texas Region.

Mr. Srinivasan began his career at Sprint Corporation in a series of engineering roles with increased responsibility.

He received a bachelor of science from Anna University, a master’s degree and doctorate in materials science from Kansas State University, and a master’s degree in business administration from the Graduate School of Business at the University of Kansas.

His scope includes software design and development for customer service agent, field technician, and customer self-service applications.

Mr. Perlman joined Charter as a Senior Vice President in 2016, initially overseeing Video and Shared Software Services.

He added Video Engineering, Voice Engineering, Lab Infrastructure and Deployment Support to his team in 2019.

Before joining Charter, Mr. Perlman served as Chief information Officer for Bright House Networks, where he oversaw all of IT including Billing System Management, Software Development, Online Development, Internal IT, Information Security, and other functions.

Prior to that, he held various IT roles at CenturyLink.

Mr. Perlman holds a bachelor of arts from Brown University and a master of business administration from the University of Colorado – Boulder Leeds School of Business.

Previously, Mr. Temm was Chief Information Risk Officer for the Financial Services-Information Sharing and Analysis Center (FS-ISAC) where he collaborated with global financial services companies – foremost cybersecurity providers, law enforcement and government agencies – to protect the financial services sector against cyber and physical threats while coordinating responses to sector-wide incidents.

Prior to FS-ISAC, Mr. Temm spent nearly two decades with Mastercard, serving in various leadership roles in cybersecurity, corporate security, network operations and debit operations.

He holds a bachelor of science in business administration from Lindenwood University, where he graduated with Great Distinction.

He is also a Certified Information Systems Security Professional ("CISSP").

The physical components of our cable systems require [added: maintenance as well as periodic upgrades to support the new services and products we introduce.]

maintenance as well as periodic upgrades to support the new services and products we introduce.

Charter’s Class A common stock is listed on the NASDAQ Global Select Market under the symbol “CHTR.” As of December 31, [removed: 2023,] [added: 2024,] there were approximately [removed: 9,300] [added: 8,700] holders of record of Charter’s Class A common stock and one holder of Charter's Class B common stock.

During [removed: 2023,] [added: 2024,] there were no unregistered sales of securities of the registrant.

The following information is provided as of December 31, [removed: 2023] [added: 2024] with respect to Charter's equity compensation plans.

(1) This total does not include [removed: 10,609] [added: 13,353] shares issued pursuant to restricted stock grants made under Charter's 2019 Stock Incentive Plan, which are subject to vesting based on continued service.

For information regarding securities issued under Charter's equity compensation plans, see Note [removed: 16] [added: 15] to our accompanying consolidated financial statements contained in “Part II.

The performance graph required by Item 5 will be included in Charter’s [removed: 2024] [added: 2025] Proxy Statement (the “Proxy Statement”) under the heading “Compensation Discussion and Analysis” or in an 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: 2023] [added: 2024] (dollars in millions, except per share data).

(1)Includes [removed: 2,026, 170,743] [added: 2,894, 79,276] and [removed: 9,425] [added: 19,634] 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: 2023,] [added: 2024,] respectively.

(2)During the three months ended December 31, [removed: 2023,] [added: 2024,] Charter purchased approximately [removed: 2.8] [added: 0.3] million shares of its Class A common stock for approximately [removed: $1.2 billion, which includes 0.8] [added: $109] million [removed: Charter class A common shares purchased] from Liberty Broadband [removed: pursuant to the LBB Letter Agreement] at an average price per [removed: unit] [added: share] of [removed: $423.95, or $352 million.][added: $384.85.]

[added: Charter] Holdings purchased [removed: 0.4 million] [added: approximately 9 thousand] Charter Holdings common units from A/N at an average price per unit of [removed: $428.47, or $173 million during the three months ended December 31, 2023.]

As of December 31, [removed: 2023,] [added: 2024,] Charter had remaining board authority to purchase an additional [removed: $170] [added: $961] million of Charter’s Class A 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 A/N Letter Agreement or Liberty pursuant to the [added: Existing] LBB Letter [removed: Agreement.][added: Agreement, as amended.]

| Equity compensation plans approved by security holders | | | | | | 16,324,594 | | | (1) | | | | | | $ | 395.53 | | | | | 10,201,512 | | | (1) | | |

| TOTAL | | | | | | 16,324,594 | | | (1) | | | | | | | | | | | | 10,201,512 | | | (1) | | |

| October 1 - 31, 2024 | | | 13,294 | | | $ | 331.00 | | 10,400 | | | $742 | | |

| November 1 - 30, 2024 | | | 95,354 | | | $ | 386.87 | | 16,078 | | | $870 | | |

| December 1 - 31, 2024 | | | 275,703 | | | $ | 391.09 | | 256,069 | | | $961 | | |

$346.05, or $4 million during the three months ended December 31, 2024.

| Equity compensation plans approved by security holders | | | | | | 15,029,325 | | | (1) | | | | | | $ | 403.81 | | | | | 5,113,241 | | | (1) | | |

| TOTAL | | | | | | 15,029,325 | | | (1) | | | | | | | | | | | | 5,113,241 | | | (1) | | |

| October 1 - 31, 2023 | | | 1,051,761 | | | $ | 434.65 | | 1,049,735 | | | $454 | | |

| November 1 - 30, 2023 | | | 1,164,184 | | | $ | 417.85 | | 993,441 | | | $272 | | |

| December 1 - 31, 2023 | | | 753,534 | | | $ | 392.74 | | 744,109 | | | $170 | | |

Charter

[removed: During] [added: Except as described above in] the [added: preceding paragraph, during the] quarter ended December 31, [removed: 2023,] [added: 2024,] 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: 2023.][added: 2024.]

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: 2023,] [added: 2024,] our internal control over financial reporting was effective.

[removed: Opinion] [added: *Opinion] on Internal Control Over Financial [removed: Reporting][added: Reporting*]

We have audited Charter Communications, Inc. and subsidiaries' (the Company) 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.

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 Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, [removed: 2023] [added: 2024] and December 31, [removed: 2022,] [added: 2023,] the related consolidated statements of operations, changes in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, [removed: 2023,] [added: 2024,] and the related notes (collectively, the consolidated financial statements), and our report dated [removed: February 1, 2024] [added: January 30, 2025] expressed an unqualified opinion on those consolidated financial statements.

[removed: Basis] [added: *Basis] for [removed: Opinion][added: Opinion*]

[removed: Definition] [added: *Definition] and Limitations of Internal Control Over Financial [removed: Reporting][added: Reporting*]

In October 2024, we completed the implementation of a Human Capital Management platform which improved the efficiency of certain personnel and related transactional processes.

As a result of the implementation of the Human Capital Management platform, we designed, implemented and are operating new information technology general controls, and revised and updated certain process-level controls.

January 30, 2025

February 1, 2024

On November 21, 2024, Richard DiGeronimo, President, Product and Technology, adopted a trading plan intended to satisfy the affirmative defense of Rule 10b5-1(c) to sell up to 57,531 shares of Charter Class A common stock between February 19, 2025 and January 30, 2026, subject to certain conditions.

On January 29, 2025, Charter entered into an employment agreement (the “Fischer Employment Agreement”) with Jessica Fischer, our Chief Financial Officer.

The Fischer Employment Agreement, which is effective as of February 5, 2025, has a term ending February 5, 2027 (or upon an earlier termination of employment) and provides that Ms. Fischer will continue to serve as Chief Financial Officer.

The Fischer Employment Agreement provides that Ms. Fischer will receive an annual base salary of at least $925,000 and a target annual cash bonus opportunity of 175% of her annual base salary.

Ms. Fischer will also continue to participate in Charter’s employee benefit plans and receive perquisites as generally provided to other senior executives of Charter.

In addition, consistent with Ms. Fischer’s prior employment agreement, Charter will continue to reimburse Ms. Fischer for all reasonable and necessary expenses incurred in connection with the performance of her duties.

If the employment of Ms. Fischer is terminated involuntarily by us without cause or by her for good reason, she would be entitled to (a) a cash severance payment equal to two times the sum of her annual base salary and target annual bonus opportunity for the year in which the termination occurs, (b) a cash payment equal to the cost of COBRA coverage for 24 months, and (c) outplacement services for up to 12 months.

The termination benefits described above are subject to Ms. Fischer’s execution of a release of claims in favor of Charter and its affiliates.

In addition, Ms. Fischer has agreed to comply with covenants concerning non-disclosure of confidential information, assignment of intellectual property and non-disparagement of Charter and, for two years following termination, covenants concerning non-competition and non-solicitation of customers of Charter and its affiliates and, for one year following termination, covenants concerning non-solicitation of employees of Charter and its affiliates.

A copy of the Fischer Employment Agreement is filed herewith as Exhibit 10.72(b).

The foregoing description of the Fischer Employment Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of that document.

None.

The information required by Item 10 will be included in the Proxy Statement under the headings “Proposal No. 1: Election of Directors,” “Delinquent Section 16(a) [removed: Reports” and] [added: Reports,”] “Code of Ethics” [added: and “Insider Trading Arrangements and Policies”] or in an amendment to this Annual Report on Form 10-K and is incorporated herein by reference.

The information required by Item 11 will be included in the Proxy Statement under the headings “Compensation Discussion and Analysis,” “Proposal No. 1: Election of Directors – [removed: 2023] [added: 2024] Director Compensation,” “Compensation Committee Interlocks and Insider Participation” and “Report of the Compensation and Benefits Committee” or in an amendment to this Annual Report on Form 10-K and is incorporated herein by reference.

| /s/ Christopher L. Winfrey | | | President and Chief Executive Officer, Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Jessica M. Fischer | | | Chief Financial Officer (Principal Financial Officer) | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Kevin D. Howard | | | Executive Vice President, Chief Accounting Officer | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Eric L. Zinterhofer | | | Non-Executive Chairman of the Board (Director) | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ W. Lance Conn | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Kim C. Goodman | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Gregory Maffei | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ John D. Markley, Jr. | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ David C. Merritt | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ James E. Meyer | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Steve Miron | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Balan Nair | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Michael Newhouse | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| /s/ Mauricio Ramos | | | Director | | | [removed: February 2, 2024] [added: January 31, 2025] | | |

| 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. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312515206906/d930946dex21.htm)] [added: 001-33664)).](https://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. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000059/chtr0331158kexh21.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000059/chtr0331158kexh21.htm)] | | |

| [removed: 3.1] [added: 10.45+] | | | | | | [removed: [Amended and Restated Certificate of Incorporation of Charter] [added: [Charter] Communications, Inc. [added: Amended and Restated 2009 Stock Incentive Plan] (incorporated by reference to Exhibit [removed: 3.1] [added: 10.6] to the Current Report on Form 8-K [removed: filed by] [added: of] Charter Communications, Inc. [added: filed] on May 19, 2016 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516596195/d148819dex31.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516596195/d148819dex106.htm)] | | |

| 3.2 | | | | | | [Amended and Restated By-laws of Charter Communications, Inc. as of October 24, 2023 (incorporated by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed by Charter Communications, Inc. on October 27, 2023 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166723000143/chtr9302023exh-31.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166723000143/chtr9302023exh-31.htm)] | | |

| [removed: 4.1(a)] [added: 4.1(b)] | | | | | | [removed: [Amended] [added: [Amendment No. 1 to the Second Amended] and Restated Stockholders [added: Agreement and the Letter] Agreement, dated [removed: March 31, 2015,] [added: as of November 12, 2024,] by and among Charter Communications, Inc., [added: Advance/Newhouse Partnership and] Liberty Broadband Corporation [removed: and Advance/Newhouse Partnership] (incorporated by reference to Exhibit [removed: 4.1] [added: 10.3] to the Current Report on Form 8-K filed by Charter Communications, Inc. on [removed: April 1, 2015] [added: November 13, 2024] (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000059/chtr0331158kexh41.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000114036124046322/ny20038391x1_ex10-3.htm)] | | |

| [removed: 4.1(b)] [added: 4.1(a)] | | | | | | [Second Amended and Restated Stockholders Agreement, dated May 23, 2015, by and among Charter Communications, Inc., CCH I, LLC, Liberty Broadband Corporation and Advance/Newhouse Partnership (incorporated by reference to Annex C to the [removed: registration statement] [added: Registration Statement] on Form S-4 filed by CCH I, LLC on June 26, 2015 (File No. [removed: 333-205240)).](http://www.sec.gov/Archives/edgar/data/1350366/000119312515235720/d933267ds4.htm#toc933267_97)] [added: 333-205240)).](https://www.sec.gov/Archives/edgar/data/1350366/000119312515235720/d933267ds4.htm#toc933267_97)] | | |

| [removed: 4.2] [added: 4.3] | | | | | | [Indenture dated as of November 5, 2014, by and among CCO Holdings, LLC, CCO Holdings Capital Corp. and CCOH Safari, LLC, as Issuers, Charter Communications, Inc., as Parent Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 10, 2014 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166714000221/exh41chtr1105148k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166714000221/exh41chtr1105148k.htm)] | | |

| [removed: 4.3] [added: 4.4] | | | | | | [Indenture, dated as of July 23, 2015, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp. and CCO Safari II, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh41chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh41chtr723158k.htm)] | | |

| [removed: 4.4] [added: 4.5] | | | | | | [First Supplemental Indenture, dated as of July 23, 2015, among CCO Safari II, LLC, as escrow issuer, CCH II, LLC, as limited guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] | | |

| [removed: 4.5] [added: 4.6] | | | | | | [Form of 4.908% Senior Secured Notes due 2025 (incorporated by reference to Exhibit 4.5 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] | | |

| [removed: 4.6] [added: 4.7] | | | | | | [Form of 6.384% Senior Secured Notes due 2035 (incorporated by reference to Exhibit 4.6 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] | | |

| [removed: 4.7] [added: 4.8] | | | | | | [Form of 6.484% Senior Secured Notes due 2045 (incorporated by reference to Exhibit 4.7 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] | | |

| [removed: 4.8] [added: 4.9] | | | | | | [Form of 6.834% Senior Secured Notes due 2055 (incorporated by reference to Exhibit 4.8 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 27, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166715000177/exh42chtr723158k.htm)] | | |

| [removed: 4.9] [added: 4.10] | | | | | | [Indenture, dated as of November 20, 2015, among CCO Holdings, LLC, CCO Holdings Capital Corp. and CCOH Safari, LLC, as issuers, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 25, 2015 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312515387342/d215006dex41.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312515387342/d215006dex41.htm)] | | |

| [removed: 4.10] [added: 4.11] | | | | | | [Seventh Supplemental Indenture, dated as of April 21, 2016, among CCO Holdings, LLC, CCO Holdings Capital Corp., Charter Communications, Inc., as guarantor, and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on April 27, 2016 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516557101/d184565dex41.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516557101/d184565dex41.htm)] | | |

| [removed: 4.11] [added: 4.12] | | | | | | [Form of 5.500% Senior Notes due 2026 (incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K of Charter Communications, Inc. filed April 27, [removed: 2016).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516557101/d184565dex41.htm)] [added: 2016).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516557101/d184565dex41.htm)] | | |

| [removed: 4.12] [added: 4.13] | | | | | | [Second Supplemental Indenture, dated as of May 18, 2016, by and among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., CCO Safari II, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on May 24, 2016 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex41.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex41.htm)] | | |

| [removed: 4.13] [added: 4.14] | | | | | | [Third Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, the subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc. on May 24, 2016 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex42.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex42.htm)] | | |

| [removed: 4.14] [added: 4.15] | | | | | | [Second Supplemental Indenture, dated as of May 18, 2016, by and among CCO Holdings, LLC, CCO Holdings Capital Corp., CCOH Safari, LLC and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc. on May 24, 2016 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex43.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312516600775/d198771dex43.htm)] | | |

| [removed: 4.15] [added: 4.16] | | | | | | [Fourth Supplemental Indenture, dated as of November 1, 2016, among Charter Communications Operating, LLC, Charter Communications Operating Capital [removed: Corp.,](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [as issuers,](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [CCO] [added: Corp., as issuers, CCO] Holdings, [removed: LLC,](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [as] [added: LLC, as] parent [removed: guarantor,](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [the] [added: guarantor, the] subsidiary guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as [removed: trustee](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [and] [added: trustee and] collateral agent (incorporated by reference to Exhibit 4.5 [removed: to](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [Registration] [added: to Registration] Statement on Form [removed: S-4](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [filed by](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [CCO] [added: S-4 filed by CCO] Holdings, [removed: LLC](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm) [on] [added: LLC on] October 6, 2017 (File No. [removed: 333-](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm)[220863](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm)[)).](http://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm)] [added: 333-220863)).](https://www.sec.gov/Archives/edgar/data/1291157/000119312517305942/d412173dex45.htm)] | | |

| [removed: 4.16] [added: 4.17] | | | | | | [Third Supplemental Indenture, dated as of February 6, 2017, among CCO Holdings, LLC, CCO Holdings Capital Corp., and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on February 6, 2017 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312517031457/d316804dex41.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312517031457/d316804dex41.htm)] | | |

| [removed: 4.17] [added: 4.18] | | | | | | [Form of 5.125% Senior Notes due 2027 (incorporated herein by reference to Exhibit 4.2 to the Current Report on Form 8-K filed by Charter Communications, Inc. on February 6, 2017 (File No. [removed: 001-33664))](http://www.sec.gov/Archives/edgar/data/1091667/000119312517031457/d316804dex41.htm)] [added: 001-33664))](https://www.sec.gov/Archives/edgar/data/1091667/000119312517031457/d316804dex41.htm)] | | |

| [removed: 4.18] [added: 4.19] | | | | | | [Fifth Supplemental Indenture, dated as of April 20, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K filed by Charter Communications, Inc. on April 26, 2017 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312517137055/d383847dex43.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312517137055/d383847dex43.htm)] | | |

| [removed: 4.19] [added: 4.20] | | | | | | [Form of 5.375% Senior Secured Notes due 2047 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc. on April 26, 2017 (File No. [removed: 001-33664))](http://www.sec.gov/Archives/edgar/data/1091667/000119312517137055/d383847dex43.htm)] [added: 001-33664))](https://www.sec.gov/Archives/edgar/data/1091667/000119312517137055/d383847dex43.htm)] | | |

| [removed: 4.20] [added: 4.21] | | | | | | [Sixth Supplemental Indenture, dated as of July 6, 2017, among Charter Communications Operating, LLC, Charter Communications Operating Capital Corp., the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee and collateral agent (incorporated by reference to Exhibit 4.3 to [removed: the](http://www.sec.gov/Archives/edgar/data/1091667/000119312517226207/d421424dex43.htm)] [added: the](https://www.sec.gov/Archives/edgar/data/1091667/000119312517226207/d421424dex43.htm)] [Current Report](http://www.sec.gov/Archives/edgar/data/1091667/000119312517137055/d383847dex101.htm) [on Form 8-K filed by Charter Communications, Inc. on July 12, 2017 (File No. 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312517226207/d421424dex43.htm) | | |

| [removed: 4.21] [added: 4.22] | | | | | | [Form of 3.750% Senior Secured Notes due 2028 (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K filed by Charter Communications, Inc. on July 12, 2017 (File No. [removed: 001-33664)).](http://www.sec.gov/Archives/edgar/data/1091667/000119312517226207/d421424dex43.htm)] [added: 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000119312517226207/d421424dex43.htm)] | | |

| Date: January 31, 2025 | | | | | | | | | | | | | | |

| /s/ Carolyn J. Slaski | | | Director | | | January 31, 2025 | | |

| Carolyn J. Slaski | | | | | | | | |

| 3.1 | | | | | | [Amended and Restated Certificate of Incorporation of Charter Communications, Inc. dated as of May 18, 2016, as amended by Certificate of Amendment to Amended and Restated Certificate of Incorporation of Charter Communications, Inc., dated as of April 23, 2024 (incorporated by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q filed by Charter Communications, Inc. on July 26, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000109166724000104/chtr6302024exh-31.htm) | | |

| 4.2 | | | | | | [Charter Communications, Inc. Retirement Accumulation Plan (incorporated by reference to Exhibit 4.3 to the Registration Statement on Form S-8 filed by Charter Communications, Inc. on March 28, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000110465924040627/tm249330d1_ex4-3.htm) | | |

| 10.30(k) | | | | | | [Amendment No. 6, dated as of December 3, 2024, to the Amended and Restated Credit Agreement, dated as of March 18, 1999, as amended and restated on April 26, 2019, as amended by Amendment No. 1 on October 24, 2019 and as further amended by Amendment No. 2 on May 26, 2022 and as further amended by Amendment No. 3 on February 10, 2023, as further amended by Amendment No. 4 on March 23, 2023, and as further amended by Amendment No. 5 on December 7, 2023, by and among Charter Communications Operating, LLC, CCO Holdings, LLC, certain of Charter Communications Operating, LLC’s subsidiaries, the lenders party thereto and Bank of America, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on December 9, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000110465924126817/tm2430518d1_ex10-1.htm) | | |

| 10.61+ | | | | | | [Second Amendment to the Charter Communications, Inc. 2019 Stock Incentive Plan (incorporated by reference to Appendix B to the Definitive Proxy Statement for the Charter Communications, Inc. 2024 Annual Meeting of Stockholders filed on March 14, 2024 (File No. 001-33664)).](https://www.sec.gov/ix?doc=/Archives/edgar/data/1091667/000119312524067965/d534477ddef14a.htm) | | |

| 10.72(b)+* | | | | | | [Employment Agreement, dated as of January](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr12312024exh-1072b.htm) [29](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr12312024exh-1072b.htm)[, 2025, by and between Charter Communications, Inc. and Jessica Fischer.](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr12312024exh-1072b.htm) | | |

| 10.73+* | | | | | | [Employment Agreement, dated as of October 6, 2023, by and between Charter Communications, Inc. and Jamal Haughton.](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr12312024exh-1073.htm) | | |

| 10.79 | | | | | | [Voting Agreement, dated as of November 12, 2024, by and among Charter Communications, Inc., Liberty Broadband Corporation, The John C. Malone 1995 Revocable Trust, The Leslie A. Malone 1995 Revocable Trust, The Malone Family Land Preservation Foundation and the John C. Malone June 2003 Charitable Unitrust (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 13, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000114036124046322/ny20038391x1_ex10-1.htm) | | |

| 10.80 | | | | | | [Voting Agreement, dated as of November 12, 2024, by and among Charter Communications, Inc., Liberty Broadband Corporation, Gregory B. Maffei, Maven GRAT 1, LLC, Maven 2017-1 GRAT, LLC and the Maffei Foundation (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 13, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000114036124046322/ny20038391x1_ex10-2.htm) | | |

| 10.81 | | | | | | [Assumption and Joinder Agreement to Tax Sharing Agreement, made and entered into as of November 12, 2024, by and among Charter Communications, Inc., Liberty Broadband Corporation, Grizzly Merger Sub 1, LLC and Qurate Retail, Inc. (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 13, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000114036124046322/ny20038391x1_ex10-4.htm) | | |

| 10.82 | | | | | | [Tax Sharing Agreement, dated as of March 9, 2018, by and between GCI Liberty, Inc. and Liberty Interactive Corporation (incorporated by reference to Exhibit 10.1 to GCI Liberty, Inc.’s Current Report on Form 8-K filed on March 14, 2018 (File No. 001-38385)).](https://www.sec.gov/Archives/edgar/data/808461/000110465918017479/a18-8247_1ex10d1.htm) | | |

| 10.83 | | | | | | [Assumption and Joinder Agreement to Indemnification Agreement, made and entered into as of November 12, 2024, by and among Charter Communications, Inc., Liberty Broadband Corporation, Grizzly Merger Sub 1, LLC, Qurate Retail, Inc., Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Exhibit 10.6 to the Current Report on Form 8-K filed by Charter Communications, Inc. on November 13, 2024 (File No. 001-33664)).](https://www.sec.gov/Archives/edgar/data/1091667/000114036124046322/ny20038391x1_ex10-6.htm) | | |

| 10.84 | | | | | | [Indemnification Agreement, dated as of March 9, 2018, by and among GCI Liberty, Inc., Liberty Interactive Corporation, Liberty Interactive LLC and LV Bridge, LLC (incorporated by reference to Exhibit 10.2 to GCI Liberty, Inc.’s Current Report on Form 8-K filed on March 14, 2018 (File No. 001-38385)).](https://www.sec.gov/Archives/edgar/data/808461/000110465918017479/a18-8247_1ex10d2.htm) | | |

| 19.1* | | | | | | [Charter Communications, Inc. Securities Trading Policy, effective as of October 2024.](https://www.sec.gov/Archives/edgar/data/1091667/000109166725000034/chtr12312024exh-191.htm) | | |

E-14

| [Notes to Consolidated Financial Statements](#i7b96dba30f704c5ca39a7b408659a862_127) | | | F-[8](#i7b96dba30f704c5ca39a7b408659a862_127) | | |

We performed a software-assisted data analysis to test the relationships among certain revenue transactions during the year.

January 30, 2025

| | | | 2024 | | | | | | 2023 | | |

| EQUIPMENT INSTALLMENT PLAN FINANCING FACILITY | | | 1,072 | | | | | | — | | |

| Consolidated net income | | | — | | | — | | | — | | | 5,083 | | | 5,083 | | | 770 | | | 5,853 | | |

| Purchases and retirement of treasury stock, including excise tax | | | — | | | — | | | (644) | | | (573) | | | (1,217) | | | — | | | (1,217) | | |

| BALANCE, December 31, 2024 | | | $ | — | | $ | — | | $ | 23,337 | | $ | (7,750) | | $ | 15,587 | | $ | 4,120 | | $ | 19,707 | |

| Depreciation and amortization | | | 8,673 | | | | | | 8,696 | | | | | | 8,903 | | |

| Borrowings of equipment installment plan financing facility | | | 1,074 | | | | | | — | | | | | | — | | |

As of December 31, 2024, cash, cash equivalents and restricted cash includes $47 million of restricted cash included in prepaid expenses and other current assets in the consolidated balance sheets.

For accounting purposes state broadband grants are

December 31, 2024, 2023 AND 2022

| | | | | | | 2024 | | | | | | 2023 | | |

| | | | | | | 82,322 | | | | | | 77,271 | | |

| | | | | | | $ | 42,913 | | | | | $ | 39,520 | |

December 31, 2024, 2023 AND 2022

| | | | | | | 2024 | | | | | | | | | | | | | | | | | | 2023 | | | | | | | | | | | | | | |

| | | | | | | $ | 97,759 | | | | | $ | — | | | | | $ | 97,759 | | | | | $ | 97,687 | | | | | $ | — | | | | | $ | 97,687 | |

| | | | | | | $ | 18,747 | | | | | $ | (17,639) | | | | | $ | 1,108 | | | | | $ | 18,718 | | | | | $ | (16,801) | | | | | $ | 1,917 | |

December 31, 2024, 2023 AND 2022

| | | | | | | | | |

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

| Date: February 2, 2024 | | | | | | | | | | | | | | |

| /s/ Craig A. Jacobson | | | Director | | | February 2, 2024 | | |

| Craig A. Jacobson | | | | | | | | |

We assessed recorded residential and SMB revenue by developing an expectation of revenue recorded in the consolidated financial statements based on cash received during the year.

February 1, 2024

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

| BALANCE, December 31, 2020 | | | $ | — | | $ | — | | $ | 29,000 | | $ | (5,195) | | $ | 23,805 | | $ | 6,476 | | $ | 30,281 | |

| Consolidated net income | | | — | | | — | | | — | | | 4,654 | | | 4,654 | | | 666 | | | 5,320 | | |

| Purchases and retirement of treasury stock | | | — | | | — | | | (3,297) | | | (12,134) | | | (15,431) | | | — | | | (15,431) | | |

For non-strategic long-lived assets held for sale, the Company recorded impairments of approximately $36 million during the year ended December 31, 2021 to other operating (income) expense, net (see Note 14).

Cash is paid

Segments

The CEO assesses performance and allocates resources based on the consolidated results of operations.

| | | | | | | 77,271 | | | | | | 72,203 | | |

| | | | | | | $ | 39,520 | | | | | $ | 36,039 | |

| | | | | | | $ | 97,687 | | | | | $ | — | | | | | $ | 97,687 | | | | | $ | 97,549 | | | | | $ | — | | | | | $ | 97,549 | |

| | | | | | | $ | 18,718 | | | | | $ | (16,801) | | | | | $ | 1,917 | | | | | $ | 18,690 | | | | | $ | (15,714) | | | | | $ | 2,976 | |

| 2024 | | | | | | $ | 836 | |

| 2025 | | | | | | 587 | | |

| 2026 | | | | | | 329 | | |

| | | | | | | $ | 1,917 | |

| Other | | | 2,802 | | | | | | 2,240 | | |

| | | | $ | 11,214 | | | | | $ | 10,555 | |

| | | | $ | 1,418 | | | | | $ | 1,378 | |

| 2024 | | | $ | 374 | |

| 2025 | | | 341 | | |

| 2026 | | | 272 | | |

| 2027 | | | 218 | | |

| 2028 | | | 172 | | |

| Thereafter | | | 274 | | |

Long-Term Debt

The notes were issued at varying rates, prices and maturity dates and the net proceeds were used to pay related fees and expenses and for general corporate purposes, including funding buybacks of Charter Class A common stock and Charter Holdings common units as well as repaying certain indebtedness.

In January and February 2024, Charter Operating and Charter Communications Operating Capital Corp. redeemed all of their outstanding senior secured floating rate notes due 2024 and paid in full all of their outstanding 4.500% senior secured notes due 2024 at maturity.

In 2023, Charter Operating entered into amendments to its credit agreement to (i) replace London Interbank Offering Rate (“LIBOR”) as the benchmark rate applicable to the credit facilities with Secured Overnight Financing Rate (“SOFR”), (ii) incur a new Term B-3 Loan and a new Term B-4 Loan; and (iii) concurrently cancel certain of Charter Operating's existing Term B-1 Loan (upon assignment to Charter Operating and conversion into Term B-4 Loan) and Term B-2 Loan (upon assignment to Charter Operating), among other amendments.

Pricing on Term B-2 Loan is SOFR plus 1.75%;

- Term B-3 Loan with a remaining principal amount of approximately $744 million, which is repayable in equal quarterly installments and aggregating $8 million in each loan year, with the remaining balance due at final maturity on March 31, 2030.

assurance can be given that the Company could obtain additional incremental term loans in the future if Charter Operating sought to do so or what amount of incremental term loans would be allowable at any given time under the terms of the Charter Operating credit facilities.

| 2024 | | | $ | 2,390 | | | | | $ | 4,969 | |

| 2025 | | | 5,200 | | | | | | 4,763 | | |

| 2026 | | | 2,237 | | | | | | 4,471 | | |